Workflow
Mountain Crest Acquisition V(MCAG)
icon
Search documents
Mountain Crest Acquisition V(MCAG) - 2025 Q3 - Quarterly Report
2025-11-14 21:15
Business Combinations - The Company entered into a Business Combination Agreement with AUM Biosciences Pte. Ltd. on October 19, 2022, which was later terminated on June 8, 2023[187][188]. - The Company entered into a non-binding term sheet with CUBEBIO Co., Ltd. for a proposed business combination on May 2, 2024[197]. - The Company entered into a Business Combination Agreement with CUBEBIO Co., Ltd. on August 29, 2024, with a closing expected by May 15, 2025[209]. - The Company has until November 16, 2026, to consummate a proposed Business Combination, raising concerns about its ability to continue as a going concern[238]. Financial Performance - As of September 30, 2025, the Company had a net loss of $358,431, with operating costs of $388,221 and interest income of $36,656[217]. - For the nine months ended September 30, 2024, the Company had a net loss of $220,998, with general and administrative expenses of $431,169[218]. - The Company incurred transaction costs of $5,090,361 related to its Initial Public Offering, including $1,380,000 in underwriting fees[221]. Capital and Funding - The Company issued an unsecured promissory note of up to $400,000 to the Sponsor on October 30, 2023, for working capital purposes[190]. - The Company issued an unsecured promissory note of up to $500,000 to the Sponsor on August 14, 2024, for working capital purposes[201]. - The Company issued an unsecured promissory note of up to $500,000 on April 25, 2025, with $270,000 outstanding as of September 30, 2025[208]. - The Company issued an unsecured promissory note for up to $300,000 on April 3, 2024, with similar terms as the 2023 Note[231]. - The August 2024 Note issued for up to $500,000 had an outstanding amount of $500,000 as of September 30, 2025[235]. - The Company held cash of $41,172 outside the Trust Account for general working capital purposes as of September 30, 2025[226]. - The Company plans to use funds in the Trust Account to complete its Business Combination and for working capital for the target business[225]. Compliance and Regulatory Matters - The Company received approval from Nasdaq to transfer its listing from The Nasdaq Global Market to The Nasdaq Capital Market, effective October 27, 2023[189]. - The Company regained compliance with Nasdaq's $35,000,000 market value of listed securities requirement on June 5, 2024[199]. - The Company has successfully regained compliance with Nasdaq's Listing Rule after filing required reports[202][203][204]. - The Company received a notice from Nasdaq on November 14, 2024, regarding non-compliance with IM-5101-2, leading to delisting of its securities[206]. Trust Account and Investments - As of September 30, 2025, the Trust Account held investments totaling $1,193,968, including $126,805 of interest income[224]. - The underwriters are entitled to a deferred fee of $2,070,000, payable only if the Company completes a Business Combination[241]. Notes and Agreements - The Company entered into a note conversion agreement to convert a Note into 75,000 shares of Common Stock[229]. - On October 30, 2023, the Company issued an unsecured promissory note for up to $400,000, due upon the consummation of a Business Combination or liquidation[230]. - As of September 30, 2025, there was $300,000 outstanding under the April 2024 Note[234]. - The Company has no off-balance sheet financing arrangements as of September 30, 2025[239]. - The Company does not have any long-term debt or capital lease obligations, only a monthly payment agreement of up to $10,000[240]. Meeting and Shareholder Actions - The Company held an annual meeting on November 8, 2024, where stockholders approved an amendment to the Company's Charter, with 418,217 shares tendered for redemption[205]. - The Company has extended the Combination Period multiple times, with the latest extension to November 16, 2024[198].
Mountain Crest Acquisition V(MCAG) - 2025 Q2 - Quarterly Report
2025-08-19 20:05
FORM 10-Q Cover Page [Filer Information](index=1&type=section&id=Filer%20Information) Mountain Crest Acquisition Corp. V is a Delaware-incorporated blank check company, filing its Quarterly Report (Form 10-Q) for the quarter ended June 30, 2025. Its securities (Common Stock, Rights, Units) are registered on the OTC Pink Market - The registrant is **Mountain Crest Acquisition Corp. V**, a Delaware corporation, filing a Quarterly Report (Form 10-Q) for the quarter ended June 30, 2025[1](index=1&type=chunk) Filer Information - Trading Symbols | Title of each class | Trading Symbol(s) | Name of each exchange on which registered | | :------------------ | :---------------- | :---------------------------------------- | | Common Stock | MCAG | OTC Pink Market | | Rights | MCAGR | OTC Pink Market | | Units | MCAGU | OTC Pink Market | [Filing Status](index=1&type=section&id=Filing%20Status) The company confirms timely filing of all required reports, electronic submission of Interactive Data Files, and is classified as a non-accelerated filer, smaller reporting company, and emerging growth company. It has elected not to use the extended transition period for new accounting standards and is a shell company - The company has filed all required reports during the past **12 months** and has been subject to filing requirements for the past **90 days**. It has also submitted electronically every Interactive Data File[2](index=2&type=chunk) Filing Status Classification | Large accelerated filer | ☐ | | :---------------------- | :--- | | Accelerated filer | ☐ | | Non-accelerated filer | ☒ | | Smaller reporting company | ☒ | | Emerging growth company | ☒ | - The registrant is a **shell company** as defined in Rule 12b-2 of the Exchange Act[3](index=3&type=chunk) TABLE OF CONTENTS PART I - FINANCIAL INFORMATION [Item 1. Interim Financial Statements.](index=4&type=section&id=Item%201.%20Interim%20Financial%20Statements.) This section presents the unaudited condensed financial statements for Mountain Crest Acquisition Corp. V, including the Balance Sheets, Statements of Operations, Statements of Changes in Stockholders' Deficit, and Statements of Cash Flows, along with comprehensive notes explaining the company's organization, accounting policies, and financial activities [Condensed Balance Sheets](index=4&type=section&id=Condensed%20Balance%20Sheets) Condensed Balance Sheet Highlights (June 30, 2025 vs. December 31, 2024) | Metric | June 30, 2025 (Unaudited) | December 31, 2024 | | :-------------------------- | :------------------------ | :---------------- | | Cash | $25,321 | $116,658 | | Total Current Assets | $88,241 | $156,779 | | Investments in Trust Account | $1,181,623 | $1,157,312 | | Total Assets | $1,269,864 | $1,314,091 | | Total Current Liabilities | $1,768,304 | $1,520,579 | | Total Liabilities | $3,838,304 | $3,590,579 | | Total Stockholders' Deficit | $(3,734,792) | $(3,440,367) | - The company's **cash balance** significantly decreased from **$116,658** at December 31, 2024, to **$25,321** at June 30, 2025[8](index=8&type=chunk) - **Total stockholders' deficit** increased from **$(3,440,367)** at December 31, 2024, to **$(3,734,792)** at June 30, 2025, indicating a worsening financial position[8](index=8&type=chunk) [Condensed Statements of Operations](index=5&type=section&id=Condensed%20Statements%20of%20Operations) Condensed Statements of Operations Highlights (Three and Six Months Ended June 30, 2025 vs. 2024) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :---------------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | General and administrative expenses | $120,471 | $145,218 | $311,696 | $228,987 | | Interest earned on investments in Trust Account | $12,192 | $75,065 | $24,311 | $148,650 | | Net loss | $(110,574) | $(64,591) | $(291,952) | $(90,128) | | Basic and diluted (loss) income per share, redeemable common stock | $(0.04) | $0.15 | $(0.08) | $0.31 | | Basic and diluted net loss per share, non-redeemable common stock | $(0.04) | $(0.05) | $(0.10) | $(0.09) | - **Net loss** for the three months ended June 30, 2025, increased to **$(110,574)** from **$(64,591)** in the prior year, and for the six months, it increased to **$(291,952)** from **$(90,128)**[11](index=11&type=chunk) - **Interest earned on investments** held in the Trust Account significantly decreased for both the three-month (from **$75,065** to **$12,192**) and six-month (from **$148,650** to **$24,311**) periods ended June 30, 2025, compared to 2024[11](index=11&type=chunk) [Condensed Statements of Changes in Stockholders' Deficit](index=6&type=section&id=Condensed%20Statements%20of%20Changes%20in%20Stockholders'%20Deficit) Changes in Stockholders' Deficit (Six Months Ended June 30, 2025 vs. 2024) | Metric | January 1, 2025 Balance | June 30, 2025 Balance | January 1, 2024 Balance | June 30, 2024 Balance | | :-------------------------- | :---------------------- | :-------------------- | :---------------------- | :-------------------- | | Common Stock Shares | 2,800,900 | 2,800,900 | 2,650,900 | 2,800,900 | | Common Stock Amount | $281 | $281 | $266 | $281 | | Additional Paid-in Capital | $2,225,421 | $2,222,629 | $1,946,827 | $2,338,949 | | Accumulated Deficit | $(5,666,069) | $(5,957,702) | $(5,244,248) | $(5,334,376) | | Total Stockholders' Deficit | $(3,440,367) | $(3,734,792) | $(3,297,155) | $(2,995,146) | - The **accumulated deficit** increased from **$(5,666,069)** at January 1, 2025, to **$(5,957,702)** at June 30, 2025, primarily due to **net losses**[14](index=14&type=chunk) - In the **six months** ended June 30, 2024, the company saw a conversion of a promissory note from a related party into **$600,000** of **common stock**, increasing **additional paid-in capital** and **common stock amount**[16](index=16&type=chunk) [Condensed Statements of Cash Flows](index=7&type=section&id=Condensed%20Statements%20of%20Cash%20Flows) Condensed Statements of Cash Flows Highlights (Six Months Ended June 30, 2025 vs. 2024) | Cash Flow Activity | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------ | :----------------------------- | :----------------------------- | | Net cash used in operating activities | $(321,337) | $(488,261) | | Net cash used in investing activities | $- | $(103,864) | | Net cash provided by financing activities | $230,000 | $597,123 | | Net Change in Cash | $(91,337) | $4,998 | | Cash – End of period | $25,321 | $21,087 | - **Net cash used in operating activities** decreased from **$(488,261)** in H1 2024 to **$(321,337)** in H1 2025[18](index=18&type=chunk) - **Cash provided by financing activities** significantly decreased from **$597,123** in H1 2024 to **$230,000** in H1 2025, primarily due to lower proceeds from **promissory notes**[18](index=18&type=chunk) [Notes to Condensed Financial Statements](index=8&type=section&id=Notes%20to%20Condensed%20Financial%20Statements) [NOTE 1. DESCRIPTION OF ORGANIZATION AND
Mountain Crest Acquisition V(MCAG) - 2025 Q1 - Quarterly Report
2025-05-22 20:45
Business Combination Agreements - The Company entered into a Business Combination Agreement with AUM Biosciences Pte. Ltd. on October 19, 2022, which was later terminated on June 8, 2023[185][186]. - The Company issued a non-binding term sheet for a proposed business combination with CUBEBIO Co., Ltd. on May 2, 2024[195]. - The Company entered into a Business Combination Agreement with CUBEBIO Co., Ltd. on August 29, 2024, which includes a SPAC Merger and a Share Swap[206]. - The Business Combination is expected to close no later than May 15, 2025, or by the deadline for the initial business combination under its Governing Documents[209]. Financial Performance - As of March 31, 2025, the Company reported a net loss of $181,378, with operating costs of $191,225 and interest income of $12,119 from investments[213]. - The Company has not generated any operating revenues to date and does not expect to do so until after the completion of the Business Combination[212]. Trust Account and Capital - The Company generated gross proceeds of $60,000,000 from its Initial Public Offering of 6,000,000 Units at $10.00 per Unit[214]. - Following the IPO, a total of $69,000,000 was placed in the Trust Account after the full exercise of the underwriters' over-allotment option[216]. - The Company intends to use substantially all funds in the Trust Account to complete the Business Combination and for working capital of the target business[220]. Promissory Notes and Financing - The Company issued an unsecured promissory note of up to $400,000 to the Sponsor on October 30, 2023, for working capital purposes[188]. - The Company issued an unsecured promissory note of up to $500,000 to the Sponsor on August 14, 2024, with an outstanding amount of $390,000 as of March 31, 2025[199]. - The Company issued a non-interest bearing promissory note of $300,000 to the Sponsor, which was converted into 75,000 shares of Common Stock[222]. - The Company issued an unsecured promissory note in the aggregate principal amount up to $300,000 on April 3, 2024, with no interest, to be used for working capital purposes[226]. - The Company issued another unsecured promissory note for up to $500,000 on August 14, 2024, with $390,000 outstanding as of March 31, 2025[230]. Compliance and Regulatory Matters - The Company received approval from Nasdaq to transfer its listing from The Nasdaq Global Market to The Nasdaq Capital Market, effective October 27, 2023[187]. - The Company regained compliance with the $35,000,000 market value of listed securities requirement on June 5, 2024[197]. - The Company has successfully regained compliance with Nasdaq Listing Rule after filing the necessary reports[200][201][202]. - The Company received a notice from Nasdaq on November 14, 2024, regarding non-compliance with IM-5101-2, leading to delisting of its securities[204]. Extensions and Deadlines - The Company extended the Combination Period to February 16, 2024, by depositing $51,932 into its trust account[190]. - The Company has extended the Combination Period multiple times, with the latest extension to November 16, 2024[196]. - The Company extended the time to complete its initial Business Combination to November 16, 2025, by depositing $51,932 into its trust account on specified dates[232]. Other Financial Information - As of March 31, 2025, the Company had cash of $27,943 held outside the Trust Account for general working capital purposes[221]. - The Company has no off-balance sheet financing arrangements as of March 31, 2025[233]. - The Company has no long-term debt or capital lease obligations, with a monthly payment agreement of up to $10,000 for office-related expenses[234]. - The underwriters are entitled to a deferred fee of $2,070,000, payable only if the Company completes a Business Combination[235]. - As of March 31, 2025, the Company did not have any dilutive securities, making diluted income (loss) per share the same as basic income (loss) per share[239]. - The Company does not expect the adoption of recently issued accounting standards to have a material impact on its financial statements[244].
Mountain Crest Acquisition V(MCAG) - 2024 Q3 - Quarterly Report
2024-11-14 21:30
Business Combinations - The Company entered into a Business Combination Agreement with AUM Biosciences Pte. Ltd. on October 19, 2022, which was later terminated on June 8, 2023[164][165]. - The Company has been actively pursuing business combinations but has faced challenges in completing them successfully[162]. - The Company has extended its Combination Period multiple times, indicating ongoing efforts to find suitable acquisition targets[176]. - The Company entered into a Business Combination Agreement with CUBEBIO Co., Ltd. on August 29, 2024, involving a SPAC Merger and a Share Swap, with the expectation that the PubCo Ordinary Shares will be listed on Nasdaq[184]. - The SPAC Merger will convert each SPAC Share into one PubCo Ordinary Share at the Merger Effective Time[185]. - The Business Combination is expected to close no later than May 15, 2025, with provisions for a potential extension[188]. - The Company extended the deadline to complete its initial Business Combination to November 16, 2025, by depositing $51,932 on three separate occasions[217]. Financial Performance - For the three months ended September 30, 2024, the Company reported a net loss of $130,870, with operating costs of $202,182 and interest income of $76,529[192]. - For the nine months ended September 30, 2024, the net loss was $220,998, with general and administrative expenses of $431,169 and interest income of $225,179[194]. - As of September 30, 2024, the Company had marketable securities in the Trust Account totaling $5,994,370, including $512,880 of interest income[202]. - The Company intends to use funds in the Trust Account primarily to complete the Business Combination and for working capital for the target business[203]. - As of September 30, 2024, the Company had cash of $46,054 held outside the Trust Account for general working capital purposes[204]. Financing Activities - The Company issued an unsecured promissory note of up to $400,000 to the Sponsor on October 30, 2023, for working capital purposes[167]. - The Company issued an unsecured promissory note of up to $500,000 to the Sponsor on August 14, 2024, with $300,000 drawn as of the filing date[179]. - The Company issued a non-interest bearing promissory note of $300,000 to the Sponsor, which was converted into 75,000 shares of Common Stock[205]. - The Company issued an unsecured promissory note of up to $300,000 on April 3, 2024, with no interest, due upon business combination or liquidation[210]. - The Company issued an additional unsecured promissory note of up to $300,000 on April 30, 2024, with $300,000 outstanding as of September 30, 2024[212]. - An unsecured promissory note of up to $500,000 was issued on August 14, 2024, with $150,000 outstanding as of September 30, 2024[214]. - The Company borrowed an additional $92,000 and $58,000 under the August 2024 Note, totaling $300,000 drawn from this note as of the filing date[215]. - The underwriters are entitled to a deferred fee of $2,070,000, payable only if the Company completes a Business Combination[221]. Compliance and Listing - The Company received approval from Nasdaq to transfer its listing from The Nasdaq Global Market to The Nasdaq Capital Market, effective October 27, 2023[166]. - The Company regained compliance with the $35,000,000 market value of listed securities requirement on June 5, 2024[177]. - As of September 30, 2024, the Company did not have any dilutive securities, resulting in diluted loss per share being the same as basic loss per share[225]. Operational Status - The Company held an annual meeting on November 8, 2024, where 418,217 shares were tendered for redemption[183]. - The Company has no off-balance sheet financing arrangements as of September 30, 2024[219]. - The Company has no long-term debt or capital lease obligations, with a monthly payment agreement of up to $10,000 for office-related expenses[220].
Mountain Crest Acquisition V(MCAG) - 2024 Q2 - Quarterly Report
2024-10-04 20:45
Business Combination Agreements - The Company entered into a Business Combination Agreement with AUM Biosciences Pte. Ltd. on October 19, 2022, which was later terminated on June 8, 2023[145][146]. - The Company entered into a non-binding term sheet with CUBEBIO Co., Ltd. for a proposed business combination on May 2, 2024[155]. - The Company entered into a Business Combination Agreement with CUBEBIO Co., Ltd., involving a SPAC Merger and a Share Swap, with an expected closing date no later than May 15, 2025[159][162]. - The Company has extended the Combination Period multiple times, indicating ongoing efforts to finalize a Business Combination[149][155]. - The Company extended the deadline to complete its initial Business Combination to November 16, 2024, by depositing $51,932 on three separate occasions[186]. - If a Business Combination is not consummated by November 16, 2024, a mandatory liquidation will occur, raising substantial doubt about the Company's ability to continue as a going concern[187]. Financial Performance - As of June 30, 2024, the Company reported a net loss of $90,128, with operating costs of $228,987 and interest income of $148,650 from investments held in the Trust Account[167][172]. - The Company has not generated any operating revenues to date and does not expect to do so until after the completion of the Business Combination[166]. - The Company incurred transaction costs of $5,090,361 related to its Initial Public Offering, including underwriting fees and other offering costs[171]. Trust Account and Cash Management - As of June 30, 2024, the Trust Account held marketable securities valued at $5,865,909, including $436,351 of interest income[172]. - The Company intends to use substantially all funds in the Trust Account to complete the Business Combination, with remaining proceeds allocated for working capital and growth strategies[173]. - The Company has a cash balance of $21,087 held outside the Trust Account for general working capital purposes as of June 30, 2024[174]. - A non-interest bearing promissory note of $300,000 was issued to the Sponsor, convertible into 75,000 shares of Common Stock upon the consummation of the Business Combination[175][178]. - The Company issued an unsecured promissory note of up to $300,000 on April 3, 2024, with no interest, to be repaid upon business combination or liquidation[180]. - As of June 30, 2024, there was $250,000 outstanding under the April 2024 Note, and $0 under the previous Notes[181]. Compliance and Regulatory Matters - The Company received approval from Nasdaq to transfer its listing from The Nasdaq Global Market to The Nasdaq Capital Market, effective October 27, 2023[147]. - The Company is working to regain compliance with Nasdaq's listing rules after delays in filing its Annual Report and Quarterly Report[157]. - The Company regained compliance with the $35,000,000 market value of listed securities requirement on June 5, 2024[150][156]. Securities and Debt - The Company has no off-balance sheet financing arrangements as of June 30, 2024, and does not participate in transactions with unconsolidated entities[188]. - The Company has no long-term debt or capital lease obligations, with a total of $10,000 per month payable for office-related expenses[189]. - The underwriters are entitled to a deferred fee of $2,070,000, payable only if a Business Combination is completed[189]. - As of June 30, 2024, the Company did not have any dilutive securities, resulting in diluted loss per share being the same as basic loss per share[193]. Accounting Standards - The Company adopted ASU 2020-06 on January 1, 2023, which did not materially impact its financial statements[194]. - Management does not anticipate that recently issued accounting standards will have a material effect on the Company's financial statements[195].
Mountain Crest Acquisition V(MCAG) - 2024 Q1 - Quarterly Report
2024-09-13 21:15
Business Combination Agreements - The Company entered into a Business Combination Agreement with AUM Biosciences Pte. Ltd. on October 19, 2022, which was later terminated on June 8, 2023[145][146]. - On August 29, 2024, the Company entered into a Business Combination Agreement with CUBEBIO Co., Ltd., involving a merger and share swap[160]. - The Combination Period for completing a Business Combination was extended from November 16, 2023, to February 16, 2024, with a deposit of $51,932 into the trust account[149]. - The Company has until November 16, 2024, to consummate a Business Combination, with a potential extension requiring deposits of $51,932 for each three-month extension[181][182]. Financial Performance - The Company reported a net loss of $25,537 for the three months ended March 31, 2024, compared to a net loss of $43,336 for the same period in 2023, reflecting a decrease of approximately 41.0%[168][169]. - As of March 31, 2024, the company reported a net loss per common share, with a total loss allocable to public redeemable shares at 16% and non-redeemable shares at 84%[187]. - The company did not have any dilutive securities as of March 31, 2024, resulting in diluted loss per share being the same as basic loss per share[188]. Capital and Funding - The Company issued an unsecured promissory note of up to $400,000 to the Sponsor on October 30, 2023, for working capital purposes[148]. - The Company issued an unsecured promissory note of up to $500,000 to the Sponsor on August 14, 2024, for working capital purposes[159]. - The Company converted promissory notes into 150,000 shares of common stock on April 19, 2024, as part of a note conversion agreement with the Sponsor[153]. - The Company issued a non-interest bearing promissory note of $300,000 to the Sponsor, which was converted into 75,000 shares of Common Stock[176]. - As of March 31, 2024, the Company had outstanding amounts of $390,000 under a new unsecured promissory note issued to the Sponsor[178]. Compliance and Regulatory Matters - On October 23, 2023, the Company received approval to transfer its listing from The Nasdaq Global Market to The Nasdaq Capital Market, effective October 27, 2023[147]. - The Company has delayed filing its Annual Report on Form 10-K and Quarterly Report on Form 10-Q, receiving a notice from Nasdaq regarding non-compliance with listing rules[157]. - The Company regained compliance with the $35,000,000 market value of listed securities requirement on June 5, 2024[150][156]. Assets and Liabilities - As of March 31, 2024, the Company had cash of $23,813 held outside the Trust Account for general working capital purposes[175]. - The Trust Account held marketable securities of $5,738,912 as of March 31, 2024, including $361,286 of interest income[174]. - The Company incurred transaction costs of $5,090,361 related to its Initial Public Offering, which included $1,380,000 in underwriting fees[173]. - The Company has no long-term debt or off-balance sheet financing arrangements as of March 31, 2024[183][184]. Revenue Generation - The Company has not generated any operating revenues to date and does not expect to do so until after the completion of its Business Combination[168]. Accounting Standards - The company is currently assessing the impact of ASU 2020-06, effective January 1, 2022, which simplifies accounting for certain financial instruments and introduces new disclosures for convertible debt[189]. - Management does not believe that the adoption of ASU 2023-09, effective for fiscal years beginning after December 15, 2024, will have a material impact on its consolidated financial statements[190].
Mountain Crest Acquisition V(MCAG) - 2023 Q4 - Annual Report
2024-08-23 23:50
Financial Position - As of December 31, 2023, the trust account held a total of $5,613,395, including $5,325,694 from the IPO and $287,701 from interest income[118]. - As of December 31, 2023, the Trust Account held marketable securities totaling $5,613,395, including $287,701 of interest income[143]. - Cash held outside the Trust Account for general working capital purposes amounted to $16,089 as of December 31, 2023[145]. - The Company has no off-balance sheet financing arrangements as of December 31, 2023[152]. IPO and Transaction Costs - The company generated gross proceeds of $60,000,000 from the Initial Public Offering of 6,000,000 Units at $10.00 per Unit[140]. - The company incurred transaction costs of $5,090,361 related to the IPO, including $1,380,000 in underwriting fees[141]. - The underwriters are entitled to a deferred fee of $2,070,000, payable only if a Business Combination is completed[153]. Business Combination and Compliance - The company received a notice from Nasdaq on December 13, 2023, regarding non-compliance with the $35,000,000 market value of listed securities requirement[119]. - The company regained compliance with the Nasdaq MVLS Rule on June 5, 2024, after maintaining a market value of $35,000,000 or greater for 10 consecutive business days[120]. - The company extended the Combination Period from November 16, 2023, to February 16, 2024, by depositing $51,932 into its trust account[130]. - The Company extended the deadline to complete its initial Business Combination from February 16, 2024, to May 16, 2024, by depositing $51,932 into the Trust Account[149]. - If a Business Combination is not completed by November 16, 2024, a mandatory liquidation will occur, raising substantial doubt about the Company's ability to continue as a going concern[150]. - The company entered into a non-binding term sheet with CUBEBIO Co., Ltd. for a proposed business combination on May 2, 2024[136]. Financial Performance - For the year ended December 31, 2023, the company reported a net loss of $2,251,116, with operating costs of $2,654,975 and interest income of $510,728[138]. - The Company has withdrawn $129,288 of interest earned from the Trust Account for tax payments and $14,692,409 for redemptions[143]. - The Company does not have any dilutive securities as of December 31, 2023, resulting in diluted loss per share being the same as basic loss per share[156]. Debt and Notes - The company issued an unsecured promissory note of up to $400,000 to the Sponsor on October 30, 2023, for working capital purposes[129]. - A non-interest bearing promissory note of $300,000 was issued to the Sponsor, which can be converted into 75,000 shares of Common Stock[146]. - As of December 31, 2023, there was an outstanding balance of $52,877 on a promissory note with UHY Advisors, with $5,587 of interest accrued[147]. Revenue Generation - The company has not generated any operating revenues to date and does not expect to do so until after completing a Business Combination[138].
Mountain Crest Acquisition Corp. V Receives Notification of Deficiency from Nasdaq Related to Delayed Filing of Annual Report on Form 10-K and Quarterly Report on Form 10-Q
Newsfilter· 2024-07-24 21:00
Core Viewpoint - Mountain Crest Acquisition Corp. V has received a deficiency notification from Nasdaq due to its failure to timely file its Annual Report on Form 10-K and Quarterly Report on Form 10-Q, which are required under Nasdaq Listing Rule 5250(c)(1) [1][2]. Group 1: Compliance Issues - The Company failed to file its Form 10-K for the year ended December 31, 2023, and its Form 10-Q for the quarter ended March 31, 2024, leading to the deficiency notification [1]. - The Company has until September 2, 2024, to submit a plan to regain compliance with Nasdaq's listing rules, with the possibility of an extension of up to 180 days if the plan is accepted [1][3]. Group 2: Company Intentions - The Company intends to file the required reports or submit a compliance plan to Nasdaq as soon as practicable, with a commitment to submit the plan before the September 2 deadline [3]. - There are no assurances regarding the timing of the filings, but the Company is working diligently to complete and file the necessary documents [3]. Group 3: Company Overview - Mountain Crest Acquisition Corp. V is a blank check company formed to effect a merger, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses [4].
CUBEBIO Co., Ltd. entered into terms relating to a potential business combination with Mountain Crest Acquisition Corp. V
Newsfilter· 2024-05-02 13:00
NEW YORK, USA and SEOUL, Korea, May 02, 2024 (GLOBE NEWSWIRE) -- Mountain Crest Acquisition Corp. V, a Delaware corporation ("Mountain Crest V"), that is a Nasdaq-listed (NASDAQ:MCAG) special purpose acquisition company ("SPAC"), and CUBEBIO Co., Ltd., a Korea-based company ("CUBEBIO"), which has an innovative technology that diagnoses cancer at an early stage using urine, today announced that the parties entered into a non-binding term sheet on April 26, 2024 for a proposed business combination through whi ...
Mountain Crest Acquisition V(MCAG) - 2023 Q3 - Quarterly Report
2023-11-21 02:30
Financial Performance - For the three months ended September 30, 2023, the company reported a net loss of $1,932,911, with general and administrative expenses of $1,988,611 and interest earned on investments held in the Trust Account of $71,564[151]. - For the nine months ended September 30, 2023, the company had a net loss of $2,182,359, consisting of general and administrative expenses of $2,529,190 and interest earned on investments held in the Trust Account of $437,409[153]. - As of September 30, 2023, the company reported a split in net (loss) income allocation with 19% for Public Shares and 81% for non-redeemable shares for the three months ended, and 36% for Public Shares and 64% for non-redeemable shares for the nine months ended[174]. - The company did not have any dilutive securities as of September 30, 2023, resulting in diluted (loss) income per share being the same as basic (loss) income per share[175]. Trust Account and Securities - As of September 30, 2023, the company had marketable securities held in the Trust Account amounting to $5,488,143, including $214,382 of interest income[160]. - As of September 30, 2023, the company had cash of $11,334 held outside the Trust Account for general working capital purposes[162]. - The company has no off-balance sheet arrangements or long-term debt obligations as of September 30, 2023[169]. Business Combination and IPO - The company completed its Initial Public Offering on November 16, 2021, raising gross proceeds of $60,000,000 from the sale of 6,000,000 Units[155]. - The company extended the period to complete a Business Combination from November 16, 2023, to February 16, 2024, by depositing $51,932 into its trust account[148]. - The company has until November 16, 2024, to consummate a Business Combination, with a mandatory liquidation if not completed by that date[168]. - The company issued an unsecured promissory note to the Sponsor for up to $400,000, which is due upon the consummation of an initial Business Combination or liquidation[146]. - The company incurred transaction costs of $5,090,361 related to its Initial Public Offering, including $1,380,000 in underwriting fees[157]. Accounting Standards - The company is currently assessing the impact of ASU 2020-06, effective January 1, 2022, which simplifies accounting for certain financial instruments and introduces additional disclosures for convertible debt[176]. - Management believes that recently issued accounting standards, if adopted, would not have a material effect on the condensed financial statements[177].