Financial Performance - For the three months ended June 30, 2024, the company reported a net income of $385,370, consisting of a loss of $290,467 from formation and operating costs, offset by income of $675,837 from investments held in the Trust Account[108]. - For the six months ended June 30, 2024, the company had a net income of $827,635, with a loss of $635,370 from formation and operating costs, offset by income of $1,463,005 from investments held in the Trust Account[108]. - The company has incurred significant costs related to its financing and acquisition plans, raising doubts about its ability to continue as a going concern[119]. IPO and Capital Raising - 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[110]. - On January 4, 2023, the company sold 370,500 Private Placement Units at $10.00 each, generating total gross proceeds of $3,705,000[127]. - The underwriters exercised their over-allotment option on January 6, 2023, purchasing an additional 900,000 Units for gross proceeds of $9,000,000[128]. - The company recorded a cash fee of $200,000 as deferred offering costs for advisory services related to the IPO, with $160,000 paid by the sponsor through December 31, 2022[140]. - The company incurred a cash underwriting commission of $0.125 per Unit for the additional 900,000 Units, totaling $112,500, with a deferred commission of $2,415,000 to be paid upon completion of the initial business combination[136]. Trust Account and Investments - As of June 30, 2024, the company held marketable securities in the Trust Account amounting to $52,553,058, primarily invested in U.S. government treasury securities[112]. - Following a shareholder redemption on December 28, 2023, approximately $23,302,146 was removed from the Trust Account, leaving approximately $51,712,221 remaining[117]. - The net proceeds from the IPO are invested in U.S. government treasury securities or money market funds, minimizing exposure to interest rate risk[120]. Business Combination and Future Plans - 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[118]. - The company plans to focus its acquisition efforts on rapidly-growing sectors such as fintech, clean energy, biotech, and AI, primarily targeting businesses in Asia[106]. - The company has the option to extend the deadline for completing a business combination up to January 4, 2025, by making extension payments of $55,000 for each monthly extension[116]. - The company extended the deadline for its initial business combination from October 4, 2023, to January 4, 2024, by depositing $690,000 into the Trust Account[132]. Working Capital and Related Parties - The company has a working capital deficit of $2,446,171 as of June 30, 2024, and expects to need additional capital to meet liquidity needs beyond IPO proceeds[113]. - As of June 30, 2024, the amount due to related parties was $449,708, an increase from $199,318 as of December 31, 2023[133]. - As of June 30, 2024, the company had no off-balance sheet arrangements or commitments[141]. Fees and Expenses - An administration fee of $30,000 and $60,000 was recorded and paid for the three and six months ended June 30, 2024, respectively[134]. - The company has incurred a cash fee of $200,000 for advisory services related to the IPO and business combination, with $160,000 paid by the sponsor by December 31, 2022[140]. - The company issued 1,725,000 ordinary shares to its sponsor, with the expectation that these shares would represent 20% of the outstanding shares upon IPO completion[123].
Alphatime Acquisition Corp(ATMCU) - 2024 Q2 - Quarterly Report