Alphatime Acquisition Corp(ATMCU) - 2024 Q1 - Quarterly Report

Financial Performance - As of March 31, 2024, the company reported a net income of $442,265, which includes a loss of $344,903 from formation and operating costs, offset by $787,168 earned on investments held in the Trust Account[96]. - The company has a working capital deficit of $1,990,704 as of March 31, 2024, and expects to require additional capital to meet liquidity needs beyond the IPO proceeds[100]. - The company has incurred significant costs in pursuit of financing and acquisition plans, raising doubts about its ability to continue as a going concern[106]. IPO and Fundraising - The company completed its IPO on January 4, 2023, raising gross proceeds of $60,000,000 from the sale of 6,000,000 units at $10.00 per unit, along with an additional $3,705,000 from the sale of 370,500 Private Placement Units[97]. - The company completed the sale of 370,500 Private Placement Units at a price of $10.00 per unit, generating total gross proceeds of $3,705,000 on January 4, 2023[114]. - The underwriters exercised their over-allotment option in full, purchasing an additional 900,000 Units at a price of $10.00 per unit, generating gross proceeds of $9,000,000[115]. Trust Account and Investments - Following the IPO, the company held $70,242,000 in the Trust Account, with $51,712,221 in marketable securities as of March 31, 2024, primarily invested in U.S. government treasury securities[99]. - On December 28, 2023, shareholders redeemed 2,160,774 ordinary shares for approximately $23,302,146, resulting in approximately $51,712,221 remaining in the Trust Account[104]. Business Strategy and Acquisition Plans - The company intends to focus its acquisition efforts on rapidly-growing sectors such as fintech, clean energy, biotech, and AI, primarily targeting businesses in Asia[94]. - The company has not yet selected a specific business combination target and has not engaged in substantive discussions regarding potential targets[93]. - The company plans to use funds held outside the Trust Account for identifying and evaluating target businesses, performing due diligence, and covering transaction costs related to the initial business combination[101]. - The company entered into a Merger Agreement on January 5, 2024, to merge with HCYC Group Company Limited, pending shareholder approval and customary closing conditions[105]. Financial Obligations and Fees - As of March 31, 2024, the amount due to related parties was $238,623, an increase from $199,318 as of December 31, 2023[119]. - An administration fee of $30,000 was recorded for both the three months ended March 31, 2024, and 2023[120]. - The company incurred a cash fee of $200,000 as deferred offering costs for advisory services, of which $160,000 was paid by the Sponsor through December 31, 2022[125]. - The company has no off-balance sheet arrangements or commitments as of March 31, 2024[126]. Shareholder Equity and Reporting - The company accounts for ordinary shares subject to possible redemption at a redemption value of $10.91 per share, classified as temporary equity[128]. - The company complies with FASB ASC 260 for earnings per share, presenting income per redeemable and non-redeemable shares[129]. - There were no deferred offering costs as of March 31, 2024, and December 31, 2023[130].