Mountain Crest Acquisition Corp. V(MCAGU)
Search documents
Mountain Crest Acquisition Corp. V(MCAGU) - 2023 Q1 - Quarterly Report
2023-05-15 20:30
Financial Performance - The Company reported a net loss of $43,336 for the three months ended March 31, 2023, compared to a net loss of $121,880 for the same period in 2022, reflecting a decrease of approximately 64.4%[139]. - For the three months ended March 31, 2023, cash used in operating activities was $187,740, with changes in operating assets and liabilities providing $72,993 of cash[143]. - The company did not have any dilutive securities, resulting in diluted income (loss) per share being the same as basic income (loss) per share[160]. Trust Account and Securities - As of March 31, 2023, the Company had marketable securities held in the Trust Account amounting to $20,038,974, which includes $397,894 of interest income[145]. - Following the underwriters' full exercise of their over-allotment option, the total proceeds held in the Trust Account increased to $69,000,000[142]. - The Company plans to use substantially all funds held in the Trust Account to complete its Business Combination and for working capital to finance operations of the target business[146]. - The company has invested the net proceeds of its IPO in U.S. government treasury obligations with a maturity of 180 days or less, mitigating exposure to interest rate risk[164]. Initial Public Offering (IPO) - The Company generated gross proceeds of $60,000,000 from its Initial Public Offering of 6,000,000 Units at $10.00 per Unit[140]. - The Company incurred transaction costs totaling $5,090,361 related to the Initial Public Offering, which included $1,380,000 in underwriting fees[142]. - The underwriters are entitled to a deferred fee of $0.30 per unit, totaling $2,070,000, payable only if the company completes a Business Combination[155]. Business Combination - The Company entered into a Business Combination Agreement with AUM Biosciences Pte. Ltd. on October 19, 2022, with subsequent amendments to the agreement[126]. - The Company extended its Business Combination Period from May 16, 2023, to February 16, 2024, following stockholder approval[133]. - If a Business Combination is not consummated by February 16, 2024, there will be a mandatory liquidation and subsequent dissolution[152]. Financial Obligations - The company issued a non-interest bearing, unsecured promissory note in the aggregate principal amount of $300,000 to the Sponsor, due upon consummation of an initial business combination[148]. - As of March 31, 2023, there was $102,877 outstanding under a promissory note with UHY Advisors/UHY LLP, with a principal sum of $108,001.90[149]. - The company does not have any long-term debt or capital lease obligations, with a monthly payment agreement of up to $10,000 for office-related expenses[154]. - The company has no obligations, assets, or liabilities considered off-balance sheet arrangements as of March 31, 2023[153]. Cash Position - As of March 31, 2023, the company had cash of $122,523 held outside the Trust Account for general working capital purposes[147]. - The company has withdrawn $50,855 of interest earned on the Trust Account to pay franchise and income taxes through March 31, 2023[145].
Mountain Crest Acquisition Corp. V(MCAGU) - 2022 Q4 - Annual Report
2023-03-31 21:22
Financial Position - As of December 31, 2022, the trust account held a total of $19,572,432, including $19,341,080 from the IPO and Private Placement, and $231,352 in interest income[113] - As of December 31, 2022, the company had cash of $259,408 held outside the Trust Account for general working capital purposes[136] - The company has no long-term debt or off-balance sheet financing arrangements as of December 31, 2022[141] - The company intends to use substantially all funds in the Trust Account to complete its Business Combination, with remaining proceeds for working capital and growth strategies[135] IPO and Fundraising - The company completed its Initial Public Offering on November 16, 2021, raising gross proceeds of $60,000,000 from 6,000,000 Units sold at $10.00 per Unit[129] - The underwriters fully exercised their over-allotment option, resulting in an additional $9,000,000 raised, bringing total proceeds in the Trust Account to $69,000,000[130] - The company incurred $5,090,361 in costs related to the IPO, including $1,380,000 in underwriting fees and $2,070,000 in deferred underwriting fees[131] Business Operations - For the year ended December 31, 2022, the company reported a net income of $4,471, consisting of $932,256 in interest income and operating costs of $746,913[127] - 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[126] - The company has until May 16, 2023, to consummate a Business Combination, having extended the deadline by depositing $300,000 into the trust account[139] Earnings and Shareholder Allocation - For the year ended December 31, 2022, the income (loss) allocable to public redeemable shares was allocated at a ratio of 76%, while non-redeemable shares received 24%[147] - As of December 31, 2022, the company did not have any dilutive securities, resulting in diluted income (loss) per share being the same as basic income (loss) per share[148] - The total net income (loss) is calculated by deducting any dividends paid from the total income (loss) allocable to both sets of shares[147] Accounting and Compliance - The company has adopted ASU 2020-06 effective January 1, 2022, which simplifies accounting for certain financial instruments, but is not expected to materially impact financial statements[148] - The company complies with FASB ASC 260 for earnings per share, presenting income (loss) per redeemable and non-redeemable shares[147] - Recent accounting standards issued by FASB are not expected to have a material effect on the company's financial statements[149] - The company does not believe that any recently issued accounting standards would materially affect its financial statements if adopted[149] Risk Management - As of December 31, 2022, the company was not subject to any market or interest rate risk due to investments in U.S. government treasury obligations with a maturity of 180 days or less[150] - The company has invested net proceeds from its IPO in short-term U.S. government treasury obligations, minimizing exposure to interest rate risk[150] - The common stock subject to possible redemption is classified as temporary equity, reflecting certain redemption rights outside of the company's control[145]
Mountain Crest Acquisition Corp. V(MCAGU) - 2022 Q3 - Quarterly Report
2022-11-07 22:25
Financial Performance - For the three months ended September 30, 2022, the company reported a net income of $41,649, consisting of interest earned on investments of $311,385, offset by general and administrative expenses of $211,056 and income tax provision of $58,680[131]. - For the nine months ended September 30, 2022, the company incurred a net loss of $121,444, with general and administrative expenses of $463,703 and income tax provision of $69,247, offset by interest income of $411,506[132]. - The company allocated total net income (loss) with a ratio of 76% for public redeemable shares and 24% for non-redeemable shares for the three and nine months ended September 30, 2022[151]. - As of September 30, 2022, the company did not have any dilutive securities, resulting in diluted income (loss) per share being the same as basic income (loss) per share[152]. Trust Account and IPO - As of September 30, 2022, the company held marketable securities in the Trust Account amounting to $69,399,348, including $399,348 of interest income[139]. - 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 at $10.00 per Unit[134]. - The underwriters fully exercised their over-allotment option, resulting in an additional 900,000 Units issued for $9,000,000, bringing total proceeds in the Trust Account to $69,000,000[135]. - The company incurred transaction costs of $5,090,361 related to its Initial Public Offering, including $1,380,000 in underwriting fees[136]. Business Combination and Future Plans - The company has until February 16, 2023, to complete a Business Combination, following an extension granted by the execution of a Business Combination Agreement[122]. - The company intends to use substantially all funds in the Trust Account to complete its Business Combination and any remaining proceeds for working capital[141]. Financial Position and Debt - The company has no long-term debt or off-balance sheet arrangements as of September 30, 2022[146]. - The company has cash of $158,615 as of September 30, 2022, intended for identifying and evaluating target businesses[142]. Accounting Standards and Impact - The company is currently assessing the impact of ASU 2020-06 on its financial position, results of operations, or cash flows, effective January 1, 2022[153]. - Management does not believe that any recently issued accounting standards would have a material effect on its condensed financial statements[154]. Investment Strategy - The company has invested net proceeds from its IPO in U.S. government treasury obligations with a maturity of 180 days or less, mitigating exposure to interest rate risk[156]. Equity Classification - The company’s common stock subject to possible redemption is classified as temporary equity, reflecting certain redemption rights outside of its control[150].
Mountain Crest Acquisition Corp. V(MCAGU) - 2022 Q2 - Quarterly Report
2022-08-12 21:01
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41062 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) MOUNTAIN CREST ACQUISITION CORP. V (Exact Name of Registrant as Specified in Its Charter) (State or other jurisdiction of incorporatio ...
Mountain Crest Acquisition Corp. V(MCAGU) - 2022 Q1 - Quarterly Report
2022-05-13 20:46
[Part I. Financial Information](index=4&type=section&id=Part%20I.%20Financial%20Information) [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) Presents unaudited condensed financial statements for Mountain Crest Acquisition Corp. V, reflecting its status as a blank check company with no operations and a net loss [Condensed Balance Sheets](index=4&type=section&id=Condensed%20Balance%20Sheets) Total assets were **$69.45 million**, primarily trust investments, with **$2.18 million** liabilities and a **$1.72 million** stockholders' deficit Condensed Balance Sheet Summary (as of March 31, 2022 vs. December 31, 2021) | Metric | March 31, 2022 (Unaudited) ($) | December 31, 2021 ($) | | :--- | :--- | :--- | | **Assets** | | | | Cash | $347,243 | $474,538 | | Investments held in Trust Account | $69,006,649 | $69,000,843 | | **Total Assets** | **$69,453,453** | **$69,572,800** | | **Liabilities & Stockholders' Deficit** | | | | Total Liabilities | $2,177,832 | $2,175,299 | | Common stock subject to possible redemption | $69,000,000 | $69,000,000 | | Total Stockholders' Deficit | ($1,724,379) | ($1,602,499) | | **Total Liabilities and Stockholders' Deficit** | **$69,453,453** | **$69,572,800** | [Condensed Statement of Operations](index=5&type=section&id=Condensed%20Statement%20of%20Operations) The company reported a **net loss of $121,880** for the three months ended March 31, 2022, primarily due to administrative expenses Statement of Operations (Three Months Ended March 31, 2022) | Item | Amount ($) | | :--- | :--- | | General and administrative expenses | $105,728 | | Franchise tax | $23,100 | | **Loss from operations** | **($128,828)** | | Interest earned on investments held in Trust Account | $6,948 | | **Net loss** | **($121,880)** | [Condensed Statement of Changes in Stockholders' Deficit](index=6&type=section&id=Condensed%20Statement%20of%20Changes%20in%20Stockholders'%20Deficit) Stockholders' deficit increased from **$1.60 million** to **$1.72 million** due to the **$121,880** net loss for the period - The stockholders' deficit increased from **($1,602,499)** on January 1, 2022, to **($1,724,379)** on March 31, 2022, with the change entirely attributable to the net loss of **$121,880**[16](index=16&type=chunk) [Condensed Statement of Cash Flows](index=7&type=section&id=Condensed%20Statement%20of%20Cash%20Flows) Net cash used in operating activities was **$128,437**, resulting in a **$127,295** decrease in cash, ending at **$347,243** Cash Flow Summary (Three Months Ended March 31, 2022) | Activity | Amount ($) | | :--- | :--- | | Net cash used in operating activities | ($128,437) | | Net cash provided by investing activities | $1,142 | | **Net Change in Cash** | **($127,295)** | | Cash – Beginning of period | $474,538 | | **Cash – End of period** | **$347,243** | [Notes to Condensed Financial Statements](index=8&type=section&id=Notes%20to%20Condensed%20Financial%20Statements) Detailed notes explain the company's SPAC formation, **$69 million** IPO proceeds in trust, related party transactions, deferred fees, and going concern uncertainty - The company is a blank check company formed to effect a business combination and has not commenced any operations, with all activity related to its formation and IPO[22](index=22&type=chunk)[23](index=23&type=chunk) - Following its IPO and the full exercise of the over-allotment option, the company placed a total of **$69,000,000** into a trust account[27](index=27&type=chunk) - Management has determined that the mandatory liquidation if a business combination is not consummated by the deadline (November 16, 2022, with possible extensions) raises substantial doubt about the Company's ability to continue as a going concern[42](index=42&type=chunk) - The company has a deferred underwriting fee of **$2,070,000** payable from the Trust Account only upon completion of a Business Combination[84](index=84&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=24&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial condition, reporting a **$121,880** net loss and acknowledging going concern risk due to the business combination deadline - The company's only activities since inception have been organizational and preparing for its Initial Public Offering, with no operating revenues generated to date[100](index=100&type=chunk) Q1 2022 Financial Results | Metric | Amount ($) | | :--- | :--- | | Net Loss | $121,880 | | General and administrative expenses | $128,828 | | Interest earned on Trust Account | $6,948 | - As of March 31, 2022, the company had **$347,243** in cash held outside the Trust Account for working capital purposes[108](index=108&type=chunk) - A mandatory liquidation will occur if a Business Combination is not consummated by November 16, 2022, which raises substantial doubt about the company's ability to continue as a going concern[111](index=111&type=chunk) [Item 3. Quantitative and Qualitative Disclosures Regarding Market Risk](index=28&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20Regarding%20Market%20Risk) The company faces minimal market or interest rate risk due to short-term investments in U.S. government treasury obligations - The company is not subject to any material market or interest rate risk as of March 31, 2022[122](index=122&type=chunk) - Funds in the Trust Account are invested in short-term U.S. government treasury obligations or money market funds, minimizing exposure to interest rate fluctuations[122](index=122&type=chunk) [Item 4. Controls and Procedures](index=28&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective, with no material changes to internal controls over financial reporting - The company's CEO and CFO concluded that disclosure controls and procedures were effective as of December 31, 2021[125](index=125&type=chunk) - There were no material changes to the company's internal control over financial reporting during the most recent fiscal quarter[126](index=126&type=chunk) [Part II. Other Information](index=30&type=section&id=Part%20II.%20Other%20Information) [Item 1. Legal Proceedings](index=30&type=section&id=Item%201.%20Legal%20Proceedings) The company reports no legal proceedings - The company has no legal proceedings to report[128](index=128&type=chunk) [Item 1A. Risk Factors](index=30&type=section&id=Item%201A.%20Risk%20Factors) No material changes to previously disclosed risk factors in the Annual Report on Form 10-K - There have been no material changes to the risk factors disclosed in the company's Annual Report on Form 10-K[128](index=128&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=30&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Details IPO and private placement proceeds, with **$69 million** placed into a trust account from unit sales - The company consummated its IPO of **6,000,000** units at **$10.00** per unit on November 16, 2021[129](index=129&type=chunk) - The underwriters fully exercised their over-allotment option for **900,000** additional units, and with associated private placements, a total of **$69,000,000** was placed in the trust account[130](index=130&type=chunk)[131](index=131&type=chunk) - Total offering costs included **$1,380,000** in underwriting discounts, **$1,640,361** in other expenses, and a deferred underwriting commission of **$2,070,000**[132](index=132&type=chunk) [Item 3. Defaults Upon Senior Securities](index=30&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults upon senior securities - None[133](index=133&type=chunk) [Item 4. Mine Safety Disclosures](index=30&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) The company reports no mine safety disclosures - None[133](index=133&type=chunk) [Item 5. Other Information](index=30&type=section&id=Item%205.%20Other%20Information) The company reports no other information - None[133](index=133&type=chunk) [Item 6. Exhibits](index=31&type=section&id=Item%206.%20Exhibits) Lists exhibits filed, including CEO and CFO certifications and XBRL data files - Exhibits filed include CEO and CFO certifications (31.1, 31.2, 32.1, 32.2) and XBRL Instance Documents[135](index=135&type=chunk) [Part III. Signatures](index=32&type=section&id=Part%20III.%20Signatures)
Mountain Crest Acquisition Corp. V(MCAGU) - 2021 Q4 - Annual Report
2022-03-31 20:06
FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 For the fiscal year ended December 31, 2021 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________ to ________________ Commission file number: 001-40418 MOUNTAIN CREST ACQUISITION CORP. V (Exact name of registrant as specified in its charter) | Delaware | 86-243585 ...
Mountain Crest Acquisition Corp. V(MCAGU) - 2021 Q3 - Quarterly Report
2021-12-23 22:18
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-41062 MOUNTAIN CREST ACQUISITION CORP. V (Exact name of registrant as specified in its charter) (State or other jurisdiction of in ...