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PHP Ventures Acquisition (PPHP) - 2023 Q3 - Quarterly Report
2023-11-20 19:19
Financial Performance - For the nine months ended September 30, 2023, the company reported a net loss of $1,095,577, compared to a net loss of $1,500,430 for the same period in 2022, indicating a decrease in losses of approximately 27%[120][121]. - The company has not generated any revenues to date and does not expect to do so until after completing its Business Combination[119]. Cash and Working Capital - The company had available cash of $71,466 and a working capital of $2,306,471 as of September 30, 2023, which will be used for identifying and evaluating prospective acquisition candidates[127]. - As of September 30, 2023, the company has borrowed $1,190,621 under Working Capital Loans to finance transaction costs related to a Business Combination[128]. Initial Public Offering (IPO) - The company completed its Initial Public Offering on August 16, 2021, raising gross proceeds of $50,000,000 from the sale of 5,000,000 units at $10.00 per unit[122]. - The company has incurred total offering costs of $3,153,369 related to the Initial Public Offering, including $1,750,000 for deferred underwriting commissions[122]. - The Underwriter received a cash underwriting fee of 2.0% of gross proceeds, totaling $1,150,000, with deferred commissions of $2,012,500[137][138]. - The net proceeds from the Initial Public Offering have been invested in U.S. government treasury bills or money market funds, minimizing interest rate risk exposure[139]. Business Combination Plans - The company has extended the deadline to complete its initial Business Combination to August 16, 2024, allowing for up to twelve one-month extensions[130]. - On August 15, 2023, the company deposited $80,000 into its Trust Account to extend the period for consummating its initial Business Combination by two months[131]. - The company expects to incur significant costs in pursuing its initial Business Combination plans and cannot assure the success of raising capital or completing the Business Combination[117]. - If the Company fails to complete the initial Business Combination, it may face substantial doubt about its ability to continue as a going concern[133]. Trust Account and Securities - The company reported realized and unrealized gains from marketable securities held in the Trust Account of $603,357 for the nine months ended September 30, 2023[120]. - The Company will repay loaned amounts from the Trust Account proceeds if the initial Business Combination is completed, or convert loans into units at $10.00 per unit[132]. Financial Position - The Company has no off-balance sheet financing arrangements or long-term liabilities[134].
PHP Ventures Acquisition (PPHP) - 2023 Q2 - Quarterly Report
2023-08-21 20:46
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ 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: 001-40696 PHP Ventures Acquisition Corp. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorp ...
PHP Ventures Acquisition (PPHP) - 2023 Q1 - Quarterly Report
2023-06-30 20:05
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ 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: 001-40696 PHP Ventures Acquisition Corp. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incor ...
PHP Ventures Acquisition (PPHP) - 2022 Q4 - Annual Report
2023-03-31 15:21
IPO and Financial Overview - The Company completed its Initial Public Offering on August 16, 2021, raising gross proceeds of $50 million from the sale of 5,000,000 units at $10.00 per unit[39]. - A total of $58,075,000 was deposited into a trust account for the benefit of the Company's public stockholders, net of underwriting commissions and offering expenses[42]. - The company incurred offering costs of $3,153,369 during the IPO, including $1,750,000 for deferred underwriting commissions[109]. - As of December 31, 2022, the company reported a net loss of $1,848,123, which included a realized gain on marketable securities of $802,841 and operational costs of $2,369,751[108]. - The company had a weighted average of 6,013,155 Class A common shares outstanding for the year ended December 31, 2022, up from 3,162,250 in 2021[202]. - The total stockholders' deficit increased to $5,178,212 as of December 31, 2022, from $1,599,890 in 2021[200]. - Cash at the end of the period was $24,927, a decrease from $486,315 at the beginning of the period[206]. - The cash and marketable securities held in the trust account were $59,805,199 as of December 31, 2022, compared to $58,075,594 in 2021[200]. Business Combination Plans - The Company extended the deadline to consummate its initial business combination to November 16, 2022, by depositing $575,000, representing $0.10 per public share[44]. - The Business Combination Agreement with Modulex Modular Buildings Plc involves a merger consideration valued at $600 million[57]. - Upon consummation of the transactions, Modulex securityholders are estimated to own approximately 72.3% of the outstanding Modulex Ordinary Shares[60]. - The company intends to focus on consumer-facing companies with significant Africa presence or potential for its business combinations[208]. - The company plans to leverage its management team's experience and network to identify and acquire opportunities in the consumer products and services sector[62]. - The strategy includes completing a business combination that can benefit from additional capital and access to public securities markets[63]. - The company anticipates structuring initial business combinations to acquire 100% of the equity interests or assets of target businesses, but may also acquire less than 100% under certain conditions[79]. - The company intends to seek acquisition candidates with a total enterprise value between $100 million and $300 million, focusing on strong core businesses with competitive advantages and growth opportunities[65]. Financial Controls and Governance - Management's internal control over financial reporting was also deemed ineffective as of December 31, 2022, due to material weaknesses[127]. - Remediation steps have been implemented to improve internal control, including enhancing the review process for complex securities and considering additional staff with requisite experience[128]. - The board of directors consists of five members, with a structure divided into three classes, each serving a three-year term[142]. - The majority of the board is expected to be independent directors, with regular meetings scheduled for independent directors only[146]. - The company has established an audit committee consisting of three independent members, with Mr. Gordon serving as the chair[150]. - The compensation committee is composed of three independent directors, with Mr. Anih as the chairman, and is responsible for reviewing compensation arrangements related to initial business combinations[153]. Risks and Challenges - The Excise Tax included in the Inflation Reduction Act may decrease the value of the company's securities and hinder its ability to consummate an initial business combination[86]. - The company expects to incur significant costs in pursuit of its acquisition plans and may not be successful in raising capital[106]. - The financial statements indicate substantial doubt about the Company's ability to continue as a going concern if a Business Combination is not completed[193]. - The Company has incurred significant costs in pursuit of financing and acquisition plans, with no assurance of successful business combination within the specified period[225]. Stockholder Information - The founder shares held by initial stockholders represent 20% of the outstanding shares immediately following the completion of the offering[168]. - Global Link Investment LLC holds 4.85% of Class A common stock and 99.44% of Class B common stock, representing approximately 19.1% of the total outstanding common stock[166]. - The holders of founder shares have agreed to vote in favor of any proposed business combination and not to redeem shares in connection with such votes[170]. - The initial stockholders agreed not to transfer Class B common stock until certain conditions are met, including a closing price of $12.00 per share for 20 trading days[174]. Audit and Compliance - The audit fees for MaloneBailey for the year ended December 31, 2022, totaled approximately $42,500, down from $99,000 for the year ended December 31, 2021[180]. - The Company has not paid any fees for tax return services or other services to MaloneBailey for the year ended December 31, 2022[182][183]. - The company has not granted any stock options or long-term incentive awards to executive officers or directors since its formation[161]. Future Outlook - The Company has the option to extend the period to consummate a Business Combination by up to 18 months, subject to additional deposits by the Sponsor[115]. - If the Company fails to complete a business combination by the extended deadline, it will cease operations and liquidate, redeeming public shares at a price based on the trust account balance[222]. - The total possible Business Combination period is 18 months at a total payment value of $575,000 with the underwriters' over-allotment option exercised in full[177].
PHP Ventures Acquisition (PPHP) - 2022 Q2 - Quarterly Report
2022-08-05 13:49
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period 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: 001-40696 PHP Ventures Acquisition Corp. Indicate by check mark whether the registrant (1) has filed all reports required to be filed ...
PHP Ventures Acquisition (PPHP) - 2022 Q1 - Quarterly Report
2022-05-04 13:39
Financial Performance - The Company had a net loss of $475,551 for the period from January 1, 2022, through March 31, 2022, consisting of an unrealized loss from marketable securities of $3,826 and operating costs of $471,725[103]. - The Company has not engaged in any operations or generated revenues to date, and does not expect to do so until after completing a business combination[101]. Initial Public Offering (IPO) - The Company completed its Initial Public Offering on August 16, 2021, raising gross proceeds of $50,000,000 from the sale of 5,000,000 units at $10.00 per unit, with offering costs amounting to $3,153,369[104]. - An additional 750,000 units were sold on August 19, 2021, generating gross proceeds of $7,500,000, with additional offering costs of $412,500[106]. - The Company incurred transaction costs of $3,565,869 related to the Initial Public Offering and the exercise of the overallotment option[107]. - The underwriter received a cash underwriting fee of 2.0% of gross proceeds, amounting to $1,150,000, plus deferred underwriting commissions of $2,012,500[117]. Financial Position - As of March 31, 2022, the Company had $171,813 in cash and a working capital of $55,999,559, which will be used for identifying and evaluating acquisition candidates[108]. - The Company has no long-term debt or off-balance sheet financing arrangements[114]. - The net proceeds from the Initial Public Offering have been invested in U.S. government treasury bills or money market funds, minimizing exposure to interest rate risk[118]. Business Combination - The Company may extend the time to consummate a business combination up to 18 months by depositing $500,000 for each three-month extension, totaling $1,000,000 if fully exercised[111].
PHP Ventures Acquisition (PPHP) - 2021 Q4 - Annual Report
2022-03-10 16:28
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-40696 PHP VENTURES ACQUISITION CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 86-3368971 (State or Other Jurisdiction of Incorporation or Organ ...
PHP Ventures Acquisition (PPHP) - 2021 Q3 - Quarterly Report
2021-11-02 14:44
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ 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 Number: 001-40696 PHP Ventures Acquisition Corp. (Exact name of registrant as specified in its charter) (State or other jurisdiction of i ...
PHP Ventures Acquisition (PPHP) - 2021 Q2 - Quarterly Report
2021-09-16 13:01
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (State or other jurisdiction of incorporation or organization) CT 10-06, Level 10 Corporate Tower Subang Square Jalan SS15/4G Subang Jaya Selangor, Malaysia 47500 (Address of principal executive offices) (Zip Code) (I.R.S. Employer Identification Number) Registrant's telephone number, including area code: +60 3 5888 8485 For the quarterly ...