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Aimfinity Investment Corp. I Announces New Monthly Extension for Business Combination
Globenewswire· 2025-06-30 12:00
Core Viewpoint - Aimfinity Investment Corp. I (AIMA) is extending the deadline for its initial business combination from June 28, 2025, to July 28, 2025, by depositing $55,823.8 into its trust account, which amounts to $0.05 per Class A ordinary share held by public shareholders [1][2]. Company Overview - Aimfinity Investment Corp. I is a special purpose acquisition company (SPAC) that focuses on merging with high-growth potential businesses to facilitate their entry into the capital markets [3]. Business Combination Details - AIMA has entered into a Merger Agreement with Docter and its subsidiaries, proposing a business combination that involves a reincorporation merger and an acquisition merger [4]. - The company is allowed to extend the completion date of its business combination on a monthly basis until October 28, 2025, by making monthly extension payments into the trust account [2]. Shareholder Information - AIMA has mailed proxy statements and other relevant documents to its shareholders as of February 25, 2025, regarding the proposed business combination [9]. - Shareholders are encouraged to read the proxy statement/prospectus and other documents filed with the SEC for important information about AIMA and the proposed transactions [4][9].
Aimfinity Investment Corp. I(AIMAU) - 2025 Q1 - Quarterly Report
2025-06-20 20:49
PART I – FINANCIAL INFORMATION This section presents Aimfinity Investment Corp. I's unaudited consolidated financial statements for Q1 2025 and Q4 2024, with detailed notes [Item 1. FINANCIAL STATEMENTS (UNAUDITED)](index=4&type=section&id=Item%201.%20FINANCIAL%20STATEMENTS%20(UNAUDITED)) This section presents Aimfinity Investment Corp. I's unaudited consolidated financial statements, including balance sheets, operations, cash flows, and notes [Consolidated Balance Sheets](index=4&type=section&id=Consolidated%20Balance%20Sheets) This section provides the consolidated balance sheets of Aimfinity Investment Corp. I as of March 31, 2025, and December 31, 2024, detailing assets, liabilities, and shareholders' deficit Consolidated Balance Sheet Data | Metric | March 31, 2025 | December 31, 2024 | | :------------------------------------- | :------------- | :---------------- | | Total Assets | $13,676,199 | $36,945,123 | | Total Liabilities | $6,537,687 | $6,092,965 | | Total Shareholders' Deficit | $(6,532,792) | $(6,088,070) | - Cash and investments held in Trust Account significantly decreased from **$36,940,228** as of December 31, 2024, to **$13,671,304** as of March 31, 2025, primarily due to share redemptions[9](index=9&type=chunk) [Consolidated Statements of Operations](index=5&type=section&id=Consolidated%20Statements%20of%20Operations) This section presents the consolidated statements of operations for the three months ended March 31, 2025, and 2024, outlining revenues, expenses, and net income Consolidated Statements of Operations Data | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------------------------------ | :-------------------------------- | :-------------------------------- | | Formation and operating costs | $277,251 | $129,520 | | Interest earned on cash and investments held in Trust Account | $342,182 | $568,384 | | Net Income | $64,931 | $438,864 | | Basic and diluted net income per ordinary shares subject to possible redemption | $0.14 | $0.15 | | Basic and diluted net loss per ordinary share attributable to Aimfinity Investment LLC | $(0.10) | $(0.06) | - Net income decreased significantly from **$438,864** in Q1 2024 to **$64,931** in Q1 2025, primarily due to higher operating costs and lower interest income from the Trust Account[11](index=11&type=chunk) [Consolidated Statements of Changes in Shareholder's Deficit](index=6&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Shareholder's%20Deficit) This section details the changes in Aimfinity Investment Corp. I's shareholders' deficit for the periods ended March 31, 2025, and December 31, 2024 Consolidated Statements of Changes in Shareholder's Deficit Data | Metric | March 31, 2025 | December 31, 2024 | | :------------------------------------------------ | :------------- | :---------------- | | Accumulated Deficit (beginning of period) | $(6,088,320) | $(4,474,695) | | Extension funds attributable to ordinary shares subject to redemption | $(167,471) | $(255,000) | | Accretion of carrying value to redemption value | $(342,182) | $(568,384) | | Net Income | $64,931 | $438,864 | | Accumulated Deficit (end of period) | $(6,533,042) | $(6,088,320) | | Total Shareholders' Deficit (end of period) | $(6,532,792) | $(6,088,070) | - The accumulated deficit increased from **$(6,088,320)** at December 31, 2024, to **$(6,533,042)** at March 31, 2025, driven by extension funds and accretion of redemption value, partially offset by net income[13](index=13&type=chunk) [Consolidated Statements of Cash Flows](index=7&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) This section presents the consolidated statements of cash flows for the three months ended March 31, 2025, and 2024, categorizing cash activities into operating, investing, and financing Consolidated Statements of Cash Flow Data | Cash Flow Activity | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | | Net cash used in operating activities | $(115,323) | $(285,877) | | Net cash provided by (used in) investing activities | $23,611,106 | $(255,000) | | Net cash (used in) provided by financing activities | $(23,495,783) | $539,865 | | Net Change in Cash | $0 | $(1,012) | | Cash at end of the period | $4,895 | $3,977 | - Investing activities provided significant cash in Q1 2025 (**$23.6 million**) due to withdrawals from the trust account, contrasting with cash used in Q1 2024. Financing activities used substantial cash in Q1 2025 (**$23.5 million**) primarily due to ordinary shares redemption[15](index=15&type=chunk) [Notes to Unaudited Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Financial%20Statements) This section provides detailed explanatory notes accompanying the unaudited consolidated financial statements, covering organization, accounting policies, and specific financial instrument details [Note 1 — Organization, Business Operation](index=8&type=section&id=Note%201%20%E2%80%94%20Organization,%20Business%20Operation) This note details Aimfinity Investment Corp. I's formation as a blank check company, its IPO, the merger agreement with Docter Inc., and going concern uncertainties - Aimfinity Investment Corp. I is a blank check company formed on July 26, 2021, for the purpose of effecting a Business Combination. It has not commenced operations and generates non-operating income from interest on IPO proceeds[17](index=17&type=chunk)[19](index=19&type=chunk) - The company consummated its IPO on April 28, 2022, raising **$80.5 million** from public units and **$4.92 million** from private placement units, with **$82.11 million** placed in a Trust Account[20](index=20&type=chunk)[21](index=21&type=chunk)[23](index=23&type=chunk) - The company entered into a Merger Agreement with Docter Inc. on October 13, 2023, which was amended on January 29, 2025, to modify earnout arrangements based on device sales targets for fiscal years 2025 and 2026[39](index=39&type=chunk)[40](index=40&type=chunk) - Management has determined that the company's current cash and working capital are insufficient to complete its planned activities for an initial business combination, raising substantial doubt about its ability to continue as a going concern[42](index=42&type=chunk)[43](index=43&type=chunk) [Note 2 — Significant Accounting Policies](index=12&type=section&id=Note%202%20%E2%80%94%20Significant%20Accounting%20Policies) This note outlines the significant accounting policies adopted by Aimfinity Investment Corp. I, including GAAP conformity, emerging growth company status, and warrant/share classification - The financial statements are prepared in conformity with GAAP and SEC rules, with all necessary adjustments included. Interim results are not indicative of full-year results[45](index=45&type=chunk) - The company is an 'emerging growth company' and has elected not to opt out of the extended transition period for complying with new or revised financial accounting standards[48](index=48&type=chunk)[49](index=49&type=chunk) - Warrants are classified as equity or liability based on specific terms and ASC 480/815, with changes in fair value recognized as non-cash gain or loss for liability-classified warrants[55](index=55&type=chunk)[56](index=56&type=chunk) - Ordinary shares subject to possible redemption are classified as temporary equity and adjusted to redemption value at each reporting period, with changes treated as deemed dividends[57](index=57&type=chunk) - The company has no unrecognized tax benefits and is not subject to income taxes in the Cayman Islands or the United States[68](index=68&type=chunk)[69](index=69&type=chunk) [Note 3 — Cash and Investment Held in Trust Account](index=17&type=section&id=Note%203%20%E2%80%94%20Cash%20and%20Investment%20Held%20in%20Trust%20Account) This note details the composition and changes in cash and investments held in the Trust Account, primarily U.S. Treasury securities money market funds Trust Account Holdings | Asset | March 31, 2025 | December 31, 2024 | | :------------------------------------- | :------------- | :---------------- | | Trust Account – U.S. Treasury Securities Money Market Fund | $13,671,304 | $36,940,228 | - Assets in the Trust Account, held in money market funds investing in U.S. Treasury securities, decreased by over **60%** from December 31, 2024, to March 31, 2025[76](index=76&type=chunk)[77](index=77&type=chunk) [Note 4 — Initial Public Offering](index=17&type=section&id=Note%204%20%E2%80%94%20Initial%20Public%20Offering) This note describes the company's IPO, including public unit sales, redemption features of ordinary shares, and subsequent share redemptions and extensions - The IPO on April 28, 2022, sold **8,050,000 Public Units** at **$10.00** each, with each unit including one Class A ordinary share and warrants (Class 1 and Class 2)[78](index=78&type=chunk) - Public Shares include a redemption feature, classifying them as temporary equity, with changes in redemption value recognized immediately[80](index=80&type=chunk)[82](index=82&type=chunk) Ordinary Shares Subject to Possible Redemption | Metric | Amount | | :------------------------------------------------ | :------------- | | Ordinary shares subject to possible redemption, December 31, 2023 | $43,794,663 | | Less: Redemptions | $(9,684,945) | | Plus: Extension funds attributable to ordinary shares subject to redemption | $795,000 | | Plus: Accretion of carrying value to redemption value | $2,035,510 | | Ordinary shares subject to possible redemption, December 31, 2024 | $36,940,228 | | Less: Redemptions | $(23,778,577) | | Plus: Extension funds attributable to ordinary shares subject to redemption | $167,471 | | Plus: Accretion of carrying value to redemption value | $342,182 | | Ordinary shares subject to possible redemption, March 31, 2025 | $13,671,304 | - Shareholders approved an amendment on January 9, 2025, to extend the business combination deadline to October 28, 2025, leading to the redemption of **1,996,522 Class A Ordinary Shares** for **$23,778,577**[85](index=85&type=chunk)[86](index=86&type=chunk) [Note 5 — Private Placement](index=18&type=section&id=Note%205%20%E2%80%94%20Private%20Placement) This note details the private placement of units to the Sponsor concurrent with the IPO, including the amount raised and transfer restrictions - Simultaneously with the IPO, **492,000 Private Placement Units** were sold to the Sponsor for **$10.00** each, generating **$4,920,000**. These units are subject to transfer restrictions until 30 days after the initial business combination[87](index=87&type=chunk)[88](index=88&type=chunk) [Note 6 — Related Party Transactions](index=20&type=section&id=Note%206%20%E2%80%94%20Related%20Party%20Transactions) This note outlines transactions with related parties, including founder share acquisitions, extension loans, and working capital loans from the Sponsor and I-Fa Chang - The Sponsor acquired **2,012,500 founder shares** (Class B ordinary shares) for **$25,000**. Certain founder shares were transferred to officers and directors, with vesting contingent upon the consummation of an initial business combination[91](index=91&type=chunk)[92](index=92&type=chunk)[94](index=94&type=chunk) - As of March 31, 2025, **$1,472,471** in extension loans and **$1,318,175** in working capital loans were outstanding from related parties, primarily I-Fa Chang, to fund extensions and operations[101](index=101&type=chunk)[106](index=106&type=chunk) - These loans are non-interest bearing and convertible into private units at **$10.00** per unit upon the earlier of business combination consummation or company expiry[99](index=99&type=chunk)[100](index=100&type=chunk)[104](index=104&type=chunk)[105](index=105&type=chunk) [Note 7 — Commitments & Contingencies](index=23&type=section&id=Note%207%20%E2%80%94%20Commitments%20%26%20Contingencies) This note describes the company's commitments and contingencies, including registration rights for certain securities and deferred underwriting discounts - Holders of founder shares, private placement shares, and warrants are entitled to registration rights, allowing them to demand registration of their securities[109](index=109&type=chunk) - A deferred underwriting discount of **$2,817,500** is payable to underwriters upon the consummation of an initial business combination[110](index=110&type=chunk) [Note 8 — Shareholders' Deficit](index=23&type=section&id=Note%208%20%E2%80%94%20Shareholders'%20Deficit) This note details the components of shareholders' deficit, including outstanding Class A and Class B ordinary shares, their voting rights, and outstanding warrants - As of March 31, 2025, there were **492,000 Class A ordinary shares** and **2,012,500 Class B ordinary shares** issued and outstanding[112](index=112&type=chunk)[113](index=113&type=chunk) - Public shareholders are entitled to one vote per share, while Class B ordinary shares (founder shares) have enhanced voting rights for certain matters, including director appointments prior to a business combination[115](index=115&type=chunk) - As of March 31, 2025, **8,542,000 Class 1 Warrants** and **1,802,499 Class 2 Warrants** are outstanding, exercisable at **$11.50** per share, with specific redemption conditions[117](index=117&type=chunk)[121](index=121&type=chunk) [Note 9 — Segment information](index=26&type=section&id=Note%209%20%E2%80%94%20Segment%20information) This note clarifies that the company operates as a single operating segment, with the CEO reviewing overall financial results and key cost components - The company operates as a single operating and reportable segment, with the CEO reviewing overall operating results, interest earned on trust account, and formation/operating costs[125](index=125&type=chunk)[126](index=126&type=chunk) Segment Operating Results | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------------------------------ | :-------------------------------- | :-------------------------------- | | Legal and professional services costs | $(136,444) | $(82,940) | | Other formation and operating costs | $(140,807) | $(46,580) | | Total formation and operating costs | $(277,251) | $(129,520) | | Interest earned on cash and investment held in Trust | $342,182 | $568,384 | | Net income | $64,931 | $438,864 | [Note 10 — Subsequent Events](index=27&type=section&id=Note%2010%20%E2%80%94%20Subsequent%20Events) This note discloses significant events occurring after the reporting period, including additional trust account deposits, loan conversions, and a new acquisition agreement - In April 2025, an additional **$55,824** was deposited into the Trust Account, extending the business combination period to May 28, 2025[128](index=128&type=chunk) - On April 8, 2025, the company entered an Exchange Agreement to convert approximately **$1.5 million** of outstanding promissory notes (extension and working capital loans) into **150,000 private units**[129](index=129&type=chunk) - On May 27, 2025, Pubco agreed to acquire **100%** of Inkrock Holding Limited by issuing **687,054 ordinary shares** to I-Fa Chang as purchase consideration[131](index=131&type=chunk) [Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS](index=29&type=section&id=Item%202.%20MANAGEMENT'S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) Management discusses Aimfinity Investment Corp. I's financial condition, operations, business combination, liquidity, and Nasdaq delisting [Overview](index=29&type=section&id=Overview) This overview describes Aimfinity Investment Corp. I as a blank check company, its merger agreement with Docter Inc., business combination extensions, and recent Nasdaq delisting - Aimfinity Investment Corp. I is a blank check company focused on identifying and consummating an initial business combination, having incurred losses from inception due to formation and operating costs[135](index=135&type=chunk)[138](index=138&type=chunk) - The company entered into a Merger Agreement with Docter Inc. on October 13, 2023, which was amended to adjust the composition of PubCo's board and modify earnout arrangements based on device sales targets for fiscal years 2025 and 2026[139](index=139&type=chunk)[143](index=143&type=chunk)[145](index=145&type=chunk) - Shareholders approved multiple extensions for the business combination deadline, most recently to June 28, 2025, through deposits into the Trust Account by the Sponsor[151](index=151&type=chunk)[152](index=152&type=chunk) - The company received a delisting notice from Nasdaq on April 28, 2025, and its securities began trading on the OTC Market on May 5, 2025, under new tickers[161](index=161&type=chunk) [Results of Operations](index=34&type=section&id=Results%20of%20Operations) This section analyzes the company's operational results, noting the absence of operating revenues and the factors contributing to changes in net income - The company has not generated operating revenues to date, with activities focused on organizational tasks and identifying a target for business combination[163](index=163&type=chunk) Key Operating Results | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | | Net income | $64,931 | $438,864 | | Interest income on Trust Account | $342,182 | $568,384 | | Operating cost | $277,251 | $129,520 | - Net income decreased significantly in Q1 2025 compared to Q1 2024, primarily due to increased operating costs and reduced interest income from the Trust Account[164](index=164&type=chunk) [Liquidity and Capital Resources](index=34&type=section&id=Liquidity%20and%20Capital%20Resources) This section discusses the company's liquidity position, including Trust Account balances, cash, working capital deficiency, reliance on Sponsor loans, and going concern uncertainties - As of March 31, 2025, the company had **$13,671,304** in the Trust Account and **$4,895** in cash, with a working capital deficiency of **$3,715,292**[167](index=167&type=chunk)[173](index=173&type=chunk) - The company relies on loans from its Sponsor to fund working capital deficiencies and transaction costs, with **$1,318,175** in working capital loans outstanding as of March 31, 2025[169](index=169&type=chunk)[170](index=170&type=chunk)[172](index=172&type=chunk) - Management has identified substantial doubt about the company's ability to continue as a going concern due to insufficient liquidity and the uncertainty of completing a business combination by the deadline[174](index=174&type=chunk) [Off-Balance Sheet Financing Arrangements](index=35&type=section&id=Off-Balance%20Sheet%20Financing%20Arrangements) This section confirms that Aimfinity Investment Corp. I has no off-balance sheet financing arrangements as of March 31, 2025 - As of March 31, 2025, the company has no obligations, assets, or liabilities considered off-balance sheet arrangements[175](index=175&type=chunk) [Contractual Obligations](index=35&type=section&id=Contractual%20Obligations) This section outlines the company's contractual obligations, including registration rights for securities and a deferred underwriting fee contingent on business combination - Holders of founder shares, private placement units, and warrants are entitled to registration rights, with the company bearing the costs of filing registration statements[176](index=176&type=chunk) - A deferred underwriting fee of **$2,817,500** is contingent upon the consummation of an initial business combination[178](index=178&type=chunk) [Critical Accounting Policies](index=37&type=section&id=Critical%20Accounting%20Policies) This section states that the financial statements are prepared in conformity with GAAP and SEC rules, highlighting key accounting principles - The financial statements are presented in conformity with GAAP and SEC rules[179](index=179&type=chunk) [Recent Accounting Pronouncements](index=37&type=section&id=Recent%20Accounting%20Pronouncements) This section discusses the company's evaluation of recent accounting pronouncements, specifically ASU No. 2024-03, 'Expense Disaggregation Disclosures' - The company is evaluating the impact of ASU No. 2024-03, 'Expense Disaggregation Disclosures,' which is required for fiscal years commencing after December 15, 2026[180](index=180&type=chunk) [Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK](index=37&type=section&id=Item%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) As a smaller reporting company, Aimfinity Investment Corp. I is exempt from providing quantitative and qualitative disclosures about market risk - The company is a smaller reporting company and is not required to provide market risk disclosures[182](index=182&type=chunk) [Item 4. CONTROLS AND PROCEDURES](index=37&type=section&id=Item%204.%20CONTROLS%20AND%20PROCEDURES) The Chief Executive Officer and General Counsel concluded that the company's disclosure controls and procedures were not effective as of March 31, 2025, with no material changes in internal control over financial reporting - As of March 31, 2025, the company's disclosure controls and procedures were deemed not effective by the CEO and General Counsel[184](index=184&type=chunk) - No material changes in internal control over financial reporting occurred during the period covered by this report[185](index=185&type=chunk) PART II – OTHER INFORMATION This section provides additional information not covered in the financial statements, including legal proceedings, risk factors, equity sales, defaults, and other disclosures [Item 1. LEGAL PROCEEDINGS](index=38&type=section&id=Item%201.%20LEGAL%20PROCEEDINGS) There are no legal proceedings to report for Aimfinity Investment Corp. I - The company has no legal proceedings[187](index=187&type=chunk) [Item 1A. RISK FACTORS](index=38&type=section&id=Item%201A.%20RISK%20FACTORS) As a smaller reporting company, Aimfinity Investment Corp. I refers to risk factors from previous filings, with no material changes in this report - As a smaller reporting company, risk factors are not required in this report, but reference is made to the Prospectus and Annual Report[188](index=188&type=chunk) - No material changes to the risk factors disclosed in previous filings have occurred as of the date of this Quarterly Report[188](index=188&type=chunk) [Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS FROM REGISTERED SECURITIES](index=38&type=section&id=Item%202.%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS%20FROM%20REGISTERED%20SECURITIES) This section details the issuance of founder shares and private placement units under Section 4(a)(2) exemption, the IPO proceeds, and the conversion of working capital and extension notes into private units and PubCo ordinary shares - The Sponsor acquired **2,012,500 Class B ordinary shares** (founder shares) for **$25,000**, issued under the Section 4(a)(2) exemption[189](index=189&type=chunk) - The IPO on April 28, 2022, generated **$80.5 million** gross proceeds from **8,050,000 Public Units**, and a concurrent private placement of **492,000 Private Placement Units** generated **$4.92 million**[190](index=190&type=chunk)[191](index=191&type=chunk) - A total of **$82.11 million** from IPO and private placement proceeds was placed in a U.S.-based trust account[193](index=193&type=chunk) - Working Capital Notes and Extension Notes, totaling approximately **$1.5 million**, will be converted into **150,000 Private Units** and PubCo ordinary shares as part of the transaction financing[200](index=200&type=chunk)[201](index=201&type=chunk) [Item 3. DEFAULTS UPON SENIOR SECURITIES](index=40&type=section&id=Item%203.%20DEFAULTS%20UPON%20SENIOR%20SECURITIES) There are no defaults upon senior securities to report for Aimfinity Investment Corp. I - The company has no defaults upon senior securities[203](index=203&type=chunk) [Item 4. MINE SAFETY DISCLOSURES](index=40&type=section&id=Item%204.%20MINE%20SAFETY%20DISCLOSURES) Mine safety disclosures are not applicable to Aimfinity Investment Corp. I - Mine safety disclosures are not applicable to the company[204](index=204&type=chunk) [Item 5. OTHER INFORMATION](index=40&type=section&id=Item%205.%20OTHER%20INFORMATION) Aimfinity Investment Corp. I was delisted from Nasdaq and now trades on OTC, but its business combination with Docter Inc. aims for a future Nasdaq listing - The company received a delisting notice from Nasdaq on April 28, 2025, due to non-compliance with IM-5101-2[205](index=205&type=chunk) - Securities began trading on the OTC Market on May 5, 2025, under tickers 'AIMUF,' 'AIMTF,' and 'AIMWF' for units, new units, and warrants, respectively[206](index=206&type=chunk) - The business combination with Docter Inc., approved on March 27, 2025, is not materially affected by the venue change, with efforts ongoing to secure Nasdaq listing for the post-combined entity[207](index=207&type=chunk) [Item 6. EXHIBITS](index=40&type=section&id=Item%206.%20EXHIBITS) This section lists the exhibits filed as part of, or incorporated by reference into, the Quarterly Report on Form 10-Q, including certifications and XBRL documents - The report includes certifications from the Principal Executive Officer and Principal Financial Officer, as well as Inline XBRL documents[209](index=209&type=chunk) SIGNATURES The report is duly signed on behalf of Aimfinity Investment Corp. I by its Chief Executive Officer, I-Fa Chang, and Chief Financial Officer, Xuedong (Tony) Tian, on June 20, 2025 - The report was signed by I-Fa Chang (CEO) and Xuedong (Tony) Tian (CFO) on June 20, 2025[213](index=213&type=chunk)
Aimfinity Investment Corp. I Announces Transition from Nasdaq to OTC Markets and New Monthly Extension for Business Combination
Globenewswire· 2025-05-01 00:23
Core Points - Aimfinity Investment Corp. I (AIMA) will be delisted from Nasdaq and will begin trading on OTC Markets under new tickers on May 5, 2025 [1] - AIMA's business combination with Docter Inc. remains on track despite the venue change, with both parties committed to securing Nasdaq listing approval for the combined entity [2] - AIMA has extended the deadline to complete the business combination to May 28, 2025, by depositing $55,823.80 into its trust account [3][4] Company Information - Aimfinity Investment Corp. I is a special purpose acquisition company (SPAC) focused on merging with high-growth potential businesses [5] - Docter Inc. is a health technology company that develops innovative health monitoring solutions to improve global healthcare accessibility and efficiency [6] Transaction Details - AIMA entered into a merger agreement with Docter on October 13, 2023, involving a reincorporation merger and an acquisition merger [7] - The proxy statement/prospectus related to the proposed business combination has been mailed to AIMA's shareholders as of February 25, 2025 [12]
Aimfinity Investment Corp. I(AIMAU) - 2024 Q4 - Annual Report
2025-04-15 21:13
[Cautionary Note Regarding Forward-Looking Statements](index=4&type=section&id=Cautionary%20Note%20Regarding%20Forward-Looking%20Statements) This report contains forward-looking statements based on current expectations, subject to risks and uncertainties detailed in the 'Risk Factors' section - This report contains forward-looking statements regarding future expectations, hopes, beliefs, intentions, or strategies[11](index=11&type=chunk) - These statements are based on current expectations but involve risks and uncertainties that could cause actual results to differ materially, as detailed in the 'Risk Factors' section[12](index=12&type=chunk) - Examples of forward-looking statements include the ability to complete an initial business combination, performance of target businesses, retention of officers, and financial performance post-IPO[13](index=13&type=chunk) [PART I](index=5&type=section&id=PART%20I) [Business Overview](index=5&type=section&id=Item%201.%20Business.) Aimfinity Investment Corp. I is a SPAC focused on technology, hospitality, or consumer services, excluding China, and has entered a merger agreement with Docter Inc. - Aimfinity Investment Corp. I is a blank check company (SPAC) incorporated in July 2021, with no operations or revenue to date, formed for the purpose of effecting a merger or similar business combination[16](index=16&type=chunk)[103](index=103&type=chunk) IPO and Private Placement Details (April 28, 2022) | Item | Amount | | :--- | :--- | | IPO Units | 8,050,000 | | IPO Gross Proceeds | $80,500,000 | | Private Placement Units | 492,000 | | Private Placement Gross Proceeds | $4,920,000 | | Total Funds in Trust Account | $82,110,000 | - The company focuses on identifying target businesses in technology, hospitality, or consumer services, explicitly excluding those headquartered in or conducting a majority of business in China (including Hong Kong and Macau)[20](index=20&type=chunk)[23](index=23&type=chunk) - Significant management changes occurred on March 17, 2023, with new directors and officers appointed, including **I-Fa Chang as CEO and Chairman**, and **Xuedong (Tony) Tian as CFO**[22](index=22&type=chunk) Business Combination Deadline Extensions | EGM | Date | Original Deadline | Extended Deadline | Extension Payments | Public Shares Redeemed | | :--- | :--- | :--- | :--- | :--- | :--- | | First EGM | July 27, 2023 | July 28, 2023 | April 28, 2024 | $765,000 | 4,076,118 | | Second EGM | April 23, 2024 | April 28, 2024 | January 28, 2025 | $540,000 | 860,884 | | Third EGM | January 9, 2025 | January 28, 2025 | October 28, 2025 | $167,471 | 1,996,522 | - On October 13, 2023, the company entered into a Merger Agreement with Docter Inc., a Delaware corporation developing non-invasive blood sugar trend monitoring technology[43](index=43&type=chunk)[44](index=44&type=chunk)[107](index=107&type=chunk) - Shareholders approved the Docter Business Combination on March 27, 2025, with **1,077,957 Class A ordinary shares tendered for redemption** in connection with the vote[53](index=53&type=chunk)[54](index=54&type=chunk) - A backstop agreement was entered on October 16, 2024, with Family Inheritance Consulting (H.K.) Limited to ensure net tangible assets of at least **$5,000,001** post-closing[56](index=56&type=chunk)[126](index=126&type=chunk) - As of April 8, 2025, approximately **$1.5 million in outstanding promissory notes** (extension-related and working capital loans) held by Mr. I-Fa Chang will be converted into **150,000 private units**[61](index=61&type=chunk)[129](index=129&type=chunk)[57](index=57&type=chunk) - Docter Note Holders (Mr. Hsin-Ming Huang and Ms. Yi-Jun Ye) agreed to convert all outstanding principal and interest of loans owed by Docter or Horn Enterprise into Purchaser ordinary shares at **$10.00 per share** as part of transaction financing[62](index=62&type=chunk) - Public shareholders have the opportunity to redeem all or a portion of their Class A ordinary shares upon the completion of the initial business combination at a per-share price from the Trust Account[63](index=63&type=chunk) - The company is an 'emerging growth company' and a 'smaller reporting company,' allowing it to take advantage of certain exemptions from various reporting requirements[6](index=6&type=chunk)[75](index=75&type=chunk) - The company faces intense competition from other blank check companies, private equity groups, and operating businesses in identifying and acquiring target businesses[78](index=78&type=chunk) [Risk Factors](index=18&type=section&id=Item%201A.%20Risk%20Factors.) The company faces substantial risks as a blank check company, including business combination uncertainty, potential delisting, and 'going concern' issues - The company is a blank check company with no operating history and no revenues, providing no basis to evaluate its ability to achieve its business objective[81](index=81&type=chunk) - The independent registered public accounting firm's report contains an explanatory paragraph expressing substantial doubt about the company's ability to continue as a 'going concern'[81](index=81&type=chunk)[143](index=143&type=chunk)[284](index=284&type=chunk) - Failure to complete an initial business combination within the prescribed timeframe would lead to cessation of operations, redemption of public shares, and warrants expiring worthless[81](index=81&type=chunk)[70](index=70&type=chunk) - The ability of public shareholders to redeem their shares for cash may make the company's financial condition unattractive to potential business combination targets[81](index=81&type=chunk) - Increased competition for attractive targets from other special purpose acquisition companies (SPACs) and entities could increase acquisition costs or result in the inability to find a target[83](index=83&type=chunk) - The company may be a Passive Foreign Investment Company (PFIC), which could result in adverse U.S. federal income tax consequences to U.S. investors[83](index=83&type=chunk) [Unresolved Staff Comments](index=20&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments.) The company has no unresolved staff comments - There are no unresolved staff comments[84](index=84&type=chunk) [Cybersecurity](index=20&type=section&id=Item%201C.%20Cybersecurity.) As a SPAC with no operations, the company faces minimal cybersecurity risk and has not encountered any incidents since its IPO - As a special purpose acquisition company with no business operations, the company does not consider that it faces significant cybersecurity risk[85](index=85&type=chunk) - Management is generally responsible for assessing and managing any cybersecurity threats and reporting such matters to the board of directors[86](index=86&type=chunk) - The company has not encountered any cybersecurity incidents since its IPO[87](index=87&type=chunk) [Properties](index=20&type=section&id=Item%202.%20Properties.) The company does not own or lease material real estate, with executive offices in Wilmington, Delaware considered adequate - The company does not own or lease any real estate or other physical properties materially important to its operation[88](index=88&type=chunk) - Executive offices are maintained at 221 W 9th St, PMB 235, Wilmington, Delaware, and are considered adequate for current operations[88](index=88&type=chunk) [Legal Proceedings](index=20&type=section&id=Item%203.%20Legal%20Proceedings.) To management's knowledge, there are no material legal, arbitration, or governmental proceedings pending against the company - To the knowledge of management, there is no material litigation, arbitration, or governmental proceeding currently pending against the company, its officers or directors, or its property[89](index=89&type=chunk) [Mine Safety Disclosures](index=20&type=section&id=Item%204.%20Mine%20Safety%20Disclosures.) This section is not applicable to the company's operations - Not applicable[90](index=90&type=chunk) [PART II](index=21&type=section&id=PART%20II) [Market Information and Equity Matters](index=21&type=section&id=Item%205.%20Market%20for%20Registrant's%20Common%20Equity%2C%20Related%20Shareholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities.) The company's securities trade on Nasdaq, with few record holders, and it has engaged in unregistered securities sales with transfer restrictions Nasdaq Trading Symbols | Security Type | Trading Symbol | | :--- | :--- | | Units | AIMAU | | New Units | AIMBU | | Class A ordinary shares | AIMA | | Warrants | AIMAW | Holders of Record (December 31, 2024) | Security Type | Holders of Record | | :--- | :--- | | Units | 3 | | New Units | 1 | | Class A ordinary shares | 1 | | Class 1 warrants | 1 | | Founder shares | 6 | - No securities are authorized for issuance under equity compensation plans[94](index=94&type=chunk) - The company engaged in recent sales of unregistered securities, including founder shares to the sponsor and private placement units, which are subject to transfer restrictions[95](index=95&type=chunk)[96](index=96&type=chunk)[97](index=97&type=chunk)[98](index=98&type=chunk) - A total of **$82,110,000** from the IPO and private placement proceeds was deposited into the Trust Account, invested in U.S. government securities or money market funds[100](index=100&type=chunk) [[Reserved]](index=22&type=section&id=Item%206.%20%5BReserved%5D) This item is reserved and contains no information - This item is reserved[102](index=102&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=22&type=section&id=Item%207.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations.) As a blank check company, it has no operating revenues, relies on Trust Account interest for income, faces a working capital deficiency, and has substantial doubt about its going concern ability - The company has neither engaged in any operations nor generated any revenues to date, incurring expenses as a public company and for due diligence related to business combinations[130](index=130&type=chunk) Net Income and Trust Account Interest Income (Year Ended December 31) | Year Ended December 31 | Net Income | Interest Earned on Trust Account | Operating Costs | | :--- | :--- | :--- | :--- | | 2024 | $1,216,885 | $2,035,510 | $818,625 | | 2023 | $1,915,114 | $3,266,717 | $1,351,603 | - As of December 31, 2024, the company had cash of **$4,895** and a working capital deficiency of **$3,270,570**, with **$1,202,852** in Working Capital Loans[142](index=142&type=chunk) - The company's financial condition raises substantial doubt about its ability to continue as a going concern, dependent on completing a business combination within the prescribed period[143](index=143&type=chunk)[284](index=284&type=chunk) - The company has contractual obligations including deferred underwriting commissions of **$2,817,500**, payable upon the consummation of an initial business combination[147](index=147&type=chunk)[250](index=250&type=chunk) - The company adopted ASU 2023-07, Segment Reporting, for the year ended December 31, 2024, with no material effect on its financial statements[149](index=149&type=chunk)[317](index=317&type=chunk) - The Chief Executive Officer (CODM) reviews interest earned on cash and investments in the Trust Account and formation/operating costs to make decisions about resource allocation and assess financial performance[364](index=364&type=chunk)[366](index=366&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=32&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk.) This section is not applicable to the company's operations - Not applicable[153](index=153&type=chunk) [Financial Statements and Supplementary Data](index=32&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data.) This section presents the audited financial statements, including the independent auditor's report, balance sheets, statements of operations, and cash flows [Report of Independent Registered Public Accounting Firm](index=48&type=section&id=Report%20of%20Independent%20Registered%20Public%20Accounting%20Firm) MaloneBailey, LLP issued an unqualified opinion but noted substantial doubt about the company's ability to continue as a going concern - MaloneBailey, LLP issued an unqualified opinion on the financial statements for December 31, 2024 and 2023[241](index=241&type=chunk) - The report includes an explanatory paragraph expressing substantial doubt about the company's ability to continue as a going concern due to its business plan's dependence on completing a business combination within a prescribed period[242](index=242&type=chunk) [Consolidated Balance Sheets](index=49&type=section&id=Consolidated%20Balance%20Sheets) The balance sheets show a decrease in total assets and Trust Account investments, alongside an increase in total current liabilities and shareholders' deficit Consolidated Balance Sheet Highlights (December 31) | Item | 2024 | 2023 | Change (YoY) | | :--- | :--- | :--- | :--- | | Total Assets | $36,945,123 | $43,812,722 | -$6,867,599 | | Cash and investments held in Trust Account | $36,940,228 | $43,794,663 | -$6,854,435 | | Total Current Liabilities | $3,275,465 | $1,675,004 | +$1,600,461 | | Working Capital Loan - related party | $1,202,852 | $500,000 | +$702,852 | | Extension Loan - related party | $1,305,000 | $510,000 | +$795,000 | | Class A ordinary shares subject to possible redemption | $36,940,228 | $43,794,663 | -$6,854,435 | | Total Shareholders' Deficit | $(6,088,070) | $(4,474,445) | -$1,613,625 | [Consolidated Statements of Operations](index=50&type=section&id=Consolidated%20Statements%20of%20Operations) The statements show a decrease in net income and interest earned on the Trust Account, despite lower operating costs Consolidated Statements of Operations Highlights (Year Ended December 31) | Item | 2024 | 2023 | Change (YoY) | | :--- | :--- | :--- | :--- | | Formation and operating costs | $818,625 | $1,351,603 | -$532,978 | | Loss from Operations | $(818,625) | $(1,351,603) | +$532,978 | | Interest earned on cash and investment held in Trust Account | $2,035,510 | $3,266,717 | -$1,231,207 | | Net Income | $1,216,885 | $1,915,114 | -$698,229 | | Basic and diluted net income per ordinary shares subject to possible redemption | $0.55 | $0.36 | +$0.19 | | Basic and diluted net loss per ordinary share attributable to Aimfinity Investment LLC | $(0.27) | $(0.20) | -$0.07 | [Consolidated Statements of Changes In Shareholders' Deficit](index=51&type=section&id=Consolidated%20Statements%20of%20Changes%20In%20Shareholders'%20Deficit) The statements detail the changes in shareholders' deficit, reflecting extension funds, accretion, and net income Changes in Shareholders' Deficit (Year Ended December 31) | Item | 2024 | 2023 | | :--- | :--- | :--- | | Balance as of December 31 (prior year) | $(4,474,445) | $(2,763,010) | | Extension funds attributable to ordinary shares subject to redemption | $(795,000) | $(510,000) | | Accretion of carrying value to redemption value | $(2,035,510) | $(3,266,717) | | Net Income | $1,216,885 | $1,915,114 | | Balance as of December 31 (current year) | $(6,088,070) | $(4,474,445) | [Consolidated Statements of Cash Flows](index=52&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) The statements indicate net cash used in operating activities, significant changes in investing and financing activities, and a slight decrease in cash at year-end Consolidated Statements of Cash Flows Highlights (Year Ended December 31) | Item | 2024 | 2023 | Change (YoY) | | :--- | :--- | :--- | :--- | | Net cash used in operating activities | $(671,374) | $(1,205,584) | +$534,210 | | Net cash used in investing activities | $8,889,945 | $42,207,716 | -$33,317,771 | | Net cash provided in financing activities | $(8,218,666) | $(41,707,716) | +$33,489,050 | | Net Change in Cash | $(94) | $(705,584) | +$705,490 | | Cash at end of year | $4,895 | $4,989 | -$94 | [Notes to Consolidated Financial Statements](index=53&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) These notes provide detailed information on the company's status as an emerging growth company, going concern uncertainty, and financial instrument accounting - The company is an early-stage emerging growth company with no operations, generating non-operating income primarily from interest income on funds held in the Trust Account[258](index=258&type=chunk)[259](index=259&type=chunk) - The company's cash and working capital are insufficient to complete its planned activities, raising substantial doubt about its ability to continue as a going concern[284](index=284&type=chunk) - The company accounts for its ordinary shares subject to possible redemption as temporary equity, recognizing changes in redemption value immediately as they occur[299](index=299&type=chunk) - As an emerging growth company, Aimfinity has elected not to opt out of the extended transition period for complying with new or revised financial accounting standards[317](index=317&type=chunk)[291](index=291&type=chunk) - As of December 31, 2024, **$36,940,228** was held in the Trust Account, invested in money market funds holding U.S. Treasury Securities[318](index=318&type=chunk)[320](index=320&type=chunk) - As of December 31, 2024, there were **8,542,000 Class 1 Warrants** and **1,802,499 Class 2 Warrants** outstanding[358](index=358&type=chunk) - The sponsor initially acquired **2,875,000 founder shares for $25,000** in December 2021, which were later adjusted to **2,012,500 shares**[332](index=332&type=chunk) - Unrecognized compensation expense related to unvested founder shares amounted to approximately **$111,744** as of December 31, 2024, to be recognized upon the consummation of an initial business combination[335](index=335&type=chunk) - As of December 31, 2024, the company had outstanding extension loans of **$1,305,000** and working capital loans of **$1,202,852** from related parties[343](index=343&type=chunk)[348](index=348&type=chunk) [Changes in and Disagreements With Accountants](index=32&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20With%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure.) MaloneBailey, LLP replaced Marcum LLP as the auditor, with no disagreements except for Marcum's going concern uncertainty note - MaloneBailey, LLP was engaged as the independent registered public accounting firm on May 1, 2023, replacing Marcum LLP[155](index=155&type=chunk) - There were no disagreements with Marcum LLP on accounting principles, financial statement disclosure, or auditing scope or procedure, except for the uncertainty about the company's ability to continue as a going concern in their report for the fiscal year ended December 31, 2022[156](index=156&type=chunk)[157](index=157&type=chunk) [Controls and Procedures](index=33&type=section&id=Item%209A.%20Controls%20and%20Procedures.) Disclosure controls and internal control over financial reporting were ineffective due to material weaknesses, with remediation plans underway - The company's disclosure controls and procedures were not effective as of December 31, 2024[160](index=160&type=chunk) - Internal control over financial reporting was not effective as of December 31, 2024, due to material weaknesses including inadequate segregation of duties and insufficient written policies and procedures[164](index=164&type=chunk) - Management intends to implement remediation steps, such as enhancing the board, consulting third-party professionals, and considering additional staff[165](index=165&type=chunk) - An attestation report of the independent registered public accounting firm is not included due to the company's status as an emerging growth company[166](index=166&type=chunk) - There has been no change in internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, the company's internal control over financial reporting during the period[167](index=167&type=chunk) [Other Information](index=34&type=section&id=Item%209B.%20Other%20Information.) This section is not applicable - Not applicable[168](index=168&type=chunk) [Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](index=34&type=section&id=Item%209C.%20Disclosure%20Regarding%20Foreign%20Jurisdictions%20that%20Prevent%20Inspections.) This section is not applicable - Not applicable[169](index=169&type=chunk) [PART III](index=35&type=section&id=PART%20III) [Directors, Executive Officers and Corporate Governance](index=35&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance.) The board comprises five members, including an independent audit committee with a financial expert, and has adopted a Code of Ethics and Clawback Policy Directors and Executive Officers | Name | Age | Position | | :--- | :--- | :--- | | I-Fa Chang | 53 | Chief Executive Officer and Chairman | | Xuedong (Tony) Tian | 53 | Chief Financial Officer and Director | | Hanzhong (Han) Li | 55 | Director | | Teng-Wei Chen | 42 | Director | | Kevin Vassily | 57 | Director | - The board of directors consists of **five members**, and holders of founder shares have the right to elect all directors prior to the initial business combination[176](index=176&type=chunk) - The audit committee members (Kevin Vassily, Hanzhong (Han) Li, and Teng-Wei Chen) are independent, and **Kevin Vassily qualifies as an 'audit committee financial expert'**[180](index=180&type=chunk) - The company has adopted a Code of Ethics applicable to its directors, officers, and employees, and a Clawback Policy for executive officers[182](index=182&type=chunk)[184](index=184&type=chunk)[185](index=185&type=chunk) - The company has not adopted an insider trading policy due to existing lock-up conditions on founder shares[186](index=186&type=chunk) [Executive Compensation](index=38&type=section&id=Item%2011.%20Executive%20Compensation.) Executive officers and directors receive no cash compensation for services, only reimbursement for out-of-pocket expenses, with future compensation dependent on the combined company - None of the executive officers or directors have received cash compensation for services rendered to the company[188](index=188&type=chunk) - The sponsor, executive officers, and directors are reimbursed for out-of-pocket expenses, which are reviewed quarterly by the audit committee[188](index=188&type=chunk) - No other compensation, such as finder's or consulting fees, will be paid prior to the completion of the initial business combination[188](index=188&type=chunk) - After the completion of the initial business combination, directors or management team members who remain with the company may be paid consulting or management fees, determined by the combined company's board[189](index=189&type=chunk) [Security Ownership](index=39&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Shareholder%20Matters.) Initial shareholders beneficially own a significant portion of ordinary shares, influencing shareholder matters, and their shares are subject to transfer restrictions Beneficial Ownership of Ordinary Shares (as of report date) | Name of Beneficial Owners | Class B ordinary shares (Number) | Class B ordinary shares (Approximate Percentage) | Class A ordinary shares (Number) | Class A ordinary shares (Approximate Percentage) | | :--- | :--- | :--- | :--- | :--- | | I-Fa Chang | 1,692,500 | 84.1% | 150,000 | 8.5% | | Xuedong (Tony) Tian | 100,000 | 5.0% | — | — | | All officers and directors as a group (5 individuals) | 1,692,500 | 84.1% | — | — | | Aimfinity Investment LLC (our sponsor) | 1,692,500 | 84.1% | — | — | | Imperii Strategies LLC | 280,000 | 13.9% | 492,000 | 28.0% | | Chun-Cheng Su | 50,000 | 2.5% | — | — | | Nicholas Torres III | 10,000 | * | — | — | | James J. Long | 10,000 | * | — | — | | Joshua Gordon | 10,000 | * | — | — | | Xin Wang | 10,000 | * | — | — | (* Less than one percent) - Initial shareholders beneficially owned approximately **69.2% of issued and outstanding ordinary shares**, allowing them to effectively influence the outcome of matters requiring shareholder approval[195](index=195&type=chunk) - The sponsor and initial shareholders have agreed to vote their founder shares and public shares in favor of any proposed business combination and waive their redemption rights[196](index=196&type=chunk) - Founder shares and private placement units are subject to transfer restrictions, generally for **one year or 30 days** after the completion of the initial business combination, respectively, with certain exceptions[197](index=197&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=41&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence.) Potential conflicts of interest exist due to officers' and directors' other obligations, with related party loans and transactions reviewed by the audit committee - The sponsor, officers, and directors may have fiduciary or contractual obligations to other entities, potentially creating conflicts of interest for business combination opportunities[199](index=199&type=chunk) - No compensation is paid to the sponsor, executive officers, or directors for services prior to a business combination, but out-of-pocket expenses are reimbursed[200](index=200&type=chunk) - The sponsor or an affiliate may provide non-interest-bearing working capital loans, up to **$1,500,000** of which may be convertible into private placement units at **$10.00 per unit**[201](index=201&type=chunk) - The audit committee has adopted a charter for the review, approval, and/or ratification of related party transactions[229](index=229&type=chunk) - The company is a 'controlled company' under Nasdaq rules but expects a majority of its board of directors to be comprised of independent directors within **15 months** from the date of listing[231](index=231&type=chunk) Extension Loans from Related Party (I-Fa Chang) | Extension Type | Period | Total Amount Deposited | Notes Issued | | :--- | :--- | :--- | :--- | | First EGM Extension | July 2023 - March 2024 | $765,000 | 9 notes of $85,000 each | | Second EGM Extension | April 2024 - December 2024 | $540,000 | 9 notes of $60,000 each | | Third EGM Extension | January 2025 - March 2025 | $167,471 | 3 notes of $55,823.8 each | Working Capital Loans from Related Party (I-Fa Chang) | Date of Note | Max Loan Amount | Outstanding Balance (Dec 31, 2024) | | :--- | :--- | :--- | | December 8, 2023 | $500,000 | $1,202,852 (total) | | April 4, 2024 | $500,000 | | | October 21, 2024 | $1,500,000 | | [Principal Accountant Fees and Services](index=45&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services.) Public accounting fees for 2024 and 2023 were paid to MaloneBailey, LLP primarily for audit services, pre-approved by the audit committee Public Accounting Fees (MaloneBailey, LLP) | Fee Type | 2024 | 2023 | | :--- | :--- | :--- | | Audit Fees | $180,000 | $89,000 | | Audit-Related Fees | - | - | | Tax Fees | - | - | | All Other Fees | - | - | - The audit committee pre-approves all auditing services and permitted non-audit services to be performed by the auditors[234](index=234&type=chunk) [PART IV](index=46&type=section&id=PART%20IV) [Exhibit and Financial Statement Schedules](index=46&type=section&id=Item%2015.%20Exhibit%20and%20Financial%20Statement%20Schedules.) This section lists all exhibits filed with the report, including key agreements and certifications, with financial schedules omitted as immaterial - All financial statement schedules are omitted because they are not applicable or the amounts are immaterial and not required[236](index=236&type=chunk) - Exhibits filed include the Underwriting Agreement, Merger Agreement and its amendments, Amended and Restated Memorandums, Warrant Agreement, Promissory Notes, and Certifications[376](index=376&type=chunk) [Form 10-K Summary](index=46&type=section&id=Item%2016.%20Form%2010-K%20Summary.) This section is not applicable - Not applicable[237](index=237&type=chunk)
Aimfinity Investment Corp. I Announces Approval by Shareholders of its Business Combination with Docter Inc.
Globenewswire· 2025-03-28 20:05
Core Viewpoint - Aimfinity Investment Corp. I (AIMA) has successfully approved its business combination with Docter Inc., a Taiwanese health technology company, with approximately 93.8% of votes in favor at the extraordinary general meeting of shareholders [1] Group 1: Business Combination Details - The business combination between AIMA and Docter was approved on March 27, 2025, at an extraordinary general meeting [1] - AIMA has extended the deadline for completing the business combination from March 28, 2025, to April 28, 2025, by depositing $55,823.80 into its trust account, equating to $0.05 per Class A ordinary share held by public shareholders [2] - AIMA's current charter allows for monthly extensions of the business combination deadline until October 28, 2025, with this being the third of nine available extensions [3] Group 2: Company Profiles - Aimfinity Investment Corp. I is a special purpose acquisition company (SPAC) focused on merging with high-growth potential businesses to facilitate their entry into capital markets [4] - Docter Inc. is a leading health technology company that develops innovative health monitoring solutions aimed at enhancing the accessibility and efficiency of global healthcare services [5] Group 3: Regulatory and Procedural Information - AIMA entered into a merger agreement with Docter on October 13, 2023, which involves a reincorporation merger and an acquisition merger [6] - AIMA has filed a final prospectus with the SEC on March 6, 2025, detailing the proposed transactions, and proxy materials have been mailed to shareholders [11]
Aimfinity Investment Corp. I Announces Extension of the Deadline for an Initial Business Combination to March 28, 2025
Globenewswire· 2025-03-06 14:30
Company Overview - Aimfinity Investment Corp. I is a special purpose acquisition company (SPAC) incorporated in the Cayman Islands, focused on effecting mergers, share exchanges, asset acquisitions, and similar business combinations with various businesses or entities [3] - The company has not yet selected a business combination target and has not initiated substantive discussions with any potential targets [3] - Aimfinity will not complete its initial business combination with any target headquartered in China or conducting a majority of its business in China [3] Business Combination Update - The company announced an extension of the deadline to complete its initial business combination from February 28, 2025, to March 28, 2025, with a Monthly Extension Payment of $55,823.8, equating to $0.05 per Class A ordinary share held by public shareholders [1][2] - This extension is the second of nine monthly extensions allowed under the company's current charter, which permits monthly extensions from January 28, 2025, until October 28, 2025 [2] Merger Agreement - On October 13, 2023, Aimfinity entered into a Merger Agreement with Docter Inc., proposing a business combination involving a reincorporation merger and an acquisition merger [4] - The press release indicates that further information regarding the proposed business combination will be provided in a proxy statement/prospectus to be mailed to stockholders [4]
Aimfinity Investment Corp. I Announces Extension of the Deadline for an Initial Business Combination to February 28, 2025
Newsfilter· 2025-01-27 22:00
Company Overview - Aimfinity Investment Corp. I is a special purpose acquisition company (SPAC) incorporated in the Cayman Islands, aiming to effect a merger, share exchange, asset acquisition, or similar business combination with one or more businesses or entities [3] - The company has not yet selected a business combination target and has not initiated substantive discussions with any potential targets [3] - Aimfinity will not complete its initial business combination with a target headquartered in China or conducting a majority of its business in China [3] Business Combination Extension - The company announced an extension of the deadline to complete its initial business combination from January 28, 2025, to February 28, 2025, by depositing $55,823.8 into its trust account, equating to $0.05 per Class A ordinary share held by public shareholders [1] - This extension is the first of nine monthly extensions allowed under the company's current charter, which permits extensions until October 28, 2025 [2] Proposed Merger - On October 13, 2023, Aimfinity entered into a Merger Agreement with Docter Inc., proposing a business combination involving a reincorporation merger and an acquisition merger [4] - The press release indicates that further details regarding the proposed business combination will be provided in a proxy statement/prospectus to be filed with the SEC [4]
Aimfinity Investment Corp. I Announces Results of the Extraordinary General Meeting of the Shareholders and Extension of the Deadline for an Initial Business Combination
Newsfilter· 2025-01-10 22:00
Core Points - Aimfinity Investment Corp. I held an Extraordinary General Meeting on January 9, 2025, to address matters typically discussed in an annual general meeting [1] - Shareholders approved an amendment to the Company's Charter, allowing an extension for the initial business combination until January 28, 2025, with the possibility of extending it up to nine additional months, totaling a potential deadline of October 28, 2025 [2][4] - The Company will require a Monthly Extension Payment of $0.05 for each public share for each one-month extension [2][4] - Mr. Kevin D. Vassily was re-elected as an independent director for a three-year term, and MaloneBailey, LLP was ratified as the independent registered public accounting firm for fiscal years 2023 and 2024 [3] Company Overview - Aimfinity Investment Corp. I is a blank check company incorporated in the Cayman Islands, focused on mergers, share exchanges, asset acquisitions, and similar business combinations [5] - The Company has not yet selected a business combination target and has not initiated substantive discussions with any potential targets [5] - Aimfinity Investment Corp. I will not complete a business combination with any target headquartered in China or conducting a majority of its business in China [5] Proposed Business Combination - On October 13, 2023, the Company entered into a Merger Agreement with Docter Inc., proposing a business combination involving a reincorporation merger and an acquisition merger [6]
Aimfinity Investment Corp. I Announces Revised Contribution to Trust Account in Connection with the Proposed Charter Amendment
Newsfilter· 2025-01-06 17:00
Core Viewpoint - Aimfinity Investment Corp. I has announced revised terms for its Charter Amendment Proposal in connection with an extraordinary general meeting of shareholders, which has been adjourned to January 9, 2025 [1][2]. Group 1: Meeting Details - The deadline for public shareholders to submit redemption requests has been extended to 5:00 p.m. Eastern Time on January 8, 2025 [3]. - The record date for determining shareholders entitled to vote at the meeting remains November 27, 2024, allowing shareholders who sold their shares after this date to still vote [3]. - The physical location of the extraordinary meeting is confirmed to be in Pingtung City, Taiwan, with virtual attendance available through prior registration [4]. Group 2: Charter Amendment Proposal - If approved, the Company will have until January 28, 2025, to complete a business combination, with the option to extend this deadline up to nine times, each by one month, potentially extending to October 28, 2025 [6]. - The new required contribution to the trust account for each New Monthly Extension is set at $0.05 per remaining public share, compared to the original proposal of $0.033 per share or a total of $15,000 for all remaining shares [6]. - The Company has agreed not to use trust proceeds, including interest earned, to pay for dissolution expenses [6]. Group 3: Proxy and Documentation - A proxy statement was filed with the SEC on December 11, 2024, urging investors to read it carefully for important information regarding the meeting [8]. - Free copies of the proxy statement and other documents can be obtained through the SEC's website or by contacting the proxy solicitor [9].
Aimfinity Investment Corp. I Announces Extension of the Deadline for an Initial Business Combination to October 28, 2024
Globenewswire· 2024-12-27 21:30
Company Overview - Aimfinity Investment Corp. I (AIMA) is a special purpose acquisition company incorporated as a Cayman Islands exempted company, focused on effecting a merger, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses or entities [14] Proposed Business Combination - On October 13, 2023, AIMA entered into a Merger Agreement with Docter Inc. and its subsidiaries, proposing a business combination involving a reincorporation merger and an acquisition merger [2] - The proposed business combination is subject to the approval of AIMA's stockholders, who will receive a proxy statement/prospectus with important information regarding the transaction [2][8] Extension of Business Combination Deadline - AIMA has extended the deadline to complete its initial business combination from December 28, 2024, to January 28, 2025, by depositing $60,000 into its trust account [13] Future Financial Performance - The press release includes forward-looking statements regarding anticipated future financial and operating performance, including estimates for growth and expected management and governance of the combined company [9][15]