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].

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]

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].

Financial Performance - The company reported a net loss of $41,213 for the three months ended June 30, 2022, consisting of general and administrative expenses of $123,819 and a provision for income taxes of $10,567, offset by interest earned on investments of $93,173 [108]. - For the six months ended June 30, 2022, the net loss was $163,093, with general and administrative expenses totaling $252,647 and interest income of $100,121 [109]. - Cash used in operating activities for the six months ended June 30, 2022, was $281,696, influenced by a net loss of $163,093 and interest earned of $100,121 [113]. Assets and Securities - As of June 30, 2022, the company had marketable securities in the Trust Account amounting to $69,099,822, including $99,822 of interest income [115]. - As of June 30, 2022, the company had cash of $193,984 available for identifying and evaluating target businesses [117]. Fundraising and Proceeds - The company raised gross proceeds of $60,000,000 from the Initial Public Offering of 6,000,000 Units at $10.00 per Unit [110]. - Following the underwriters' full exercise of their over-allotment option, an additional $9,000,000 was deposited into the Trust Account, bringing total proceeds to $69,000,000 [111]. - The company intends to use substantially all funds in the Trust Account to complete its Business Combination, with remaining proceeds allocated for working capital [116]. Business Combination and Liabilities - The company has until November 16, 2022, to consummate a Business Combination, with uncertainty regarding the ability to do so [120]. - The company has no off-balance sheet arrangements or long-term liabilities, other than a monthly agreement for office-related expenses [121].

[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)

Company Formation and Business Strategy - Mountain Crest Acquisition Corp. V was formed as a blank check company on April 8, 2021, with the intention to pursue business combinations in North America and Asia Pacific regions, excluding China[17]. - The company has not identified any specific business combination targets as of the date of the report[17]. - The company aims to focus on private companies with positive operating cash flow or compelling economics in North America and Asia Pacific regions, excluding China[32]. - The acquisition strategy emphasizes identifying businesses with significant assets and successful management teams seeking access to U.S. public capital markets[32]. - The company aims to identify target businesses with significant competitive advantages and underexploited growth opportunities, particularly in North America and Asia[33]. - The management team has extensive experience in structuring complex transactions and accessing capital markets, which is expected to aid in identifying high-quality business combination targets[23]. - The company intends to leverage its board's network of relationships with venture capitalists, private equity, and hedge fund managers to source potential targets[31]. IPO and Financial Information - Mountain Crest Acquisition Corp. II raised $57.5 million through its IPO in January 2021, selling 5,750,000 units at $10.00 per unit[20]. - Mountain Crest Acquisition Corp. III raised $54.17 million in its IPO in June 2021, selling 5,417,193 units at $10.00 per unit[21]. - Mountain Crest Acquisition Corp. IV also raised $57.5 million in its IPO in July 2021, selling 5,750,000 units at $10.00 per unit[22]. - The company completed its IPO on November 16, 2021, raising gross proceeds of $60 million from the sale of 6,000,000 units at $10.00 per unit[98]. - An additional 900,000 units were issued through the over-allotment option, generating an extra $9 million, bringing total proceeds in the trust account to $69 million[99][110]. - As of December 31, 2021, the trust account held $69,000,843, including $843 in interest income from marketable securities[101][113]. - The company reported a net loss of $150,755 for the period from inception (April 8, 2021) through December 31, 2021, primarily due to operating costs[108]. - Cash used in operating activities during the same period was $151,016, with changes in operating assets and liabilities providing $582[112]. - The company has incurred $5,090,361 in offering costs, including $1,380,000 in underwriting fees[111]. Business Combination and Stockholder Rights - The company plans to complete its initial business combination within 12 months of its IPO, extendable to 15 months if a definitive agreement is executed[35]. - The fair market value of the target business must be at least $53.54 million to satisfy the 80% test for the initial business combination[40]. - The initial public share redemption price is set at $10.00 per share, regardless of the over-allotment option[39]. - The company will seek to acquire 100% of the equity interests or assets of the target business, but may own less than 100% under certain conditions[41]. - Stockholder approval is not required under Delaware law for certain types of business combinations, but Nasdaq rules require approval if shares representing 20% or more of outstanding shares are issued[46]. - A majority of outstanding shares must vote in favor of the business combination for it to be consummated, with approximately 88% of shares needing to avoid exercising conversion rights[50]. - Public stockholders can convert their shares for a pro rata portion of the trust account, initially set at $10.00 per share, plus any interest earned[55]. - Stockholders are restricted from seeking conversion rights for 20% or more of the shares sold in the IPO to prevent manipulation[57]. - If the business combination is not approved, stockholders who exercised conversion rights will not be entitled to convert their shares for the trust account[64]. - The tender offer for stockholders will remain open for at least 20 business days, and the company cannot complete the business combination until this period expires[48]. Management and Governance - The management team has significant experience in identifying and monetizing underexploited growth opportunities[34]. - The board of directors consists of five members, with three deemed independent under SEC and Nasdaq rules[142]. - The audit committee, composed of independent directors, is responsible for reviewing annual financial statements and ensuring compliance with applicable laws[148]. - The company will only enter into business combinations approved by a majority of independent directors[147]. - The audit committee includes Dr. Todd Milbourn, who qualifies as an "audit committee financial expert" under SEC regulations[150]. - The compensation committee, chaired by Wenhua Zhang, oversees executive compensation and incentive plans[151]. - Officers and directors may have conflicts of interest due to multiple business affiliations and obligations[156]. Legal and Compliance - There are no material legal proceedings currently pending against the company or its management team[84][89]. - The company will not comply with certain Delaware laws regarding creditor claims, potentially extending the statute of limitations for claims to six years[66]. - Insiders have agreed to be jointly liable for any claims that reduce the trust account below $10.00 per public share, except for claims from parties who executed waiver agreements[69]. - The company will seek waivers from third parties to limit claims against the trust account, although there is no guarantee that all parties will comply[69]. - If bankruptcy occurs, the trust account proceeds may be subject to claims that prioritize creditors over stockholders, potentially reducing redemption amounts[73]. Financial Reporting and Audit - The financial statements of Mountain Crest Acquisition Corp. V present a fair view of the company's financial position as of December 31, 2021, and its operations from April 8, 2021, through December 31, 2021[210]. - The audit was conducted in accordance with PCAOB standards, ensuring reasonable assurance about the absence of material misstatements in the financial statements[213]. - The company has a responsibility to ensure the accuracy of its financial statements, which are subject to audit by independent registered public accounting firms[212]. - The management's plan regarding the company's ability to continue as a going concern is discussed in the financial statements[211]. - There is substantial doubt about the company's ability to continue as a going concern if a Business Combination is not completed by November 16, 2022[211]. - The company has not included any adjustments in the financial statements that might result from the uncertainty regarding its ability to continue operations[211]. - The balance sheet as of December 31, 2021, is a key financial document reflecting the company's financial health at that date[216]. Operational Matters - The company has no full-time employees and relies on one executive officer who is not obligated to devote specific hours[83]. - The company does not intend to pay cash dividends prior to completing a business combination, with future dividends dependent on revenues and earnings[95]. - The company plans to use substantially all funds in the trust account to complete its business combination and for working capital of the target business[114]. - The company does not anticipate needing to raise additional funds for operating expenditures, but may require financing for a Business Combination or to redeem public shares[117]. - The company has a contractual obligation to pay affiliates or advisors up to $10,000 per month for administrative support until a Business Combination or liquidation occurs[120]. - The company is paying a monthly administrative fee of $10,000 to Mountain Crest Global Holdings LLC for office space and services until the initial business combination is completed[144].

Financial Performance - As of September 30, 2021, the Company had a net loss of $2,200, consisting of operating costs of $1,000 and estimated franchise taxes of $1,200[89]. - The Company has no long-term debt or off-balance sheet arrangements as of September 30, 2021[99][100]. - The Company has not commenced any operations and will not generate operating revenues until after the completion of a Business Combination[88]. Initial Public Offering (IPO) - The Company completed its Initial Public Offering on November 16, 2021, generating gross proceeds of $60,000,000 from the sale of 6,000,000 units[91]. - Following the IPO, the total proceeds held in the Trust Account amounted to $69,000,000 after the underwriters fully exercised their over-allotment option[94]. - Transaction costs related to the IPO amounted to $4,640,361, including $1,200,000 in underwriting fees[93]. - Deferred offering costs incurred by the Company as of September 30, 2021, totaled $98,590[103]. Business Combination Plans - The Company intends to use substantially all funds in the Trust Account to complete its Business Combination and for working capital to finance operations of the target business[97]. - The Company has until November 16, 2022, to consummate the proposed Business Combination, after which a mandatory liquidation may occur[90]. Cash Position - As of September 30, 2021, the Company had cash of $25,000 and $610,839 held outside of the Trust Account[98].