Financial Overview - The Company generated gross proceeds of $60,000,000 from its Initial Public Offering (IPO) by selling 6,000,000 units at $10.00 per unit[17]. - Following the IPO, approximately $70,380,000 was deposited into a trust account, with $550,000 allocated for fees and expenses, and $650,000 available for working capital[19]. - As of December 21, 2023, approximately $23,282,935 was redeemed by shareholders, leaving approximately $50,608,334 in the trust account[24]. - The Company has issued a total of 1,725,000 founder shares for an aggregate purchase price of $25,000, representing 20% of the issued shares post-IPO[15]. Business Combination Plans - The Company has extended the deadline to complete a business combination from December 22, 2023, to December 22, 2024, allowing for up to ten extensions[23]. - A business combination agreement was entered into with Wanshun Technology Industrial Group Limited, but was terminated on March 18, 2024[20][21]. - The initial business combination must involve target businesses with an aggregate fair market value of at least 80% of the assets held in the trust account[35]. - The company has up to 15 months from the IPO closing to complete the initial business combination, extendable up to 24 months with specific conditions[34]. - The company may complete its initial business combination even if a majority of public shareholders do not support it, as initial shareholders have agreed to vote in favor regardless of public sentiment[57]. - The company has a 15-month deadline to complete its initial business combination, extendable to 24 months, which may limit due diligence and negotiation leverage[57]. Management and Strategy - The management team aims to focus on acquisition targets in Asia, particularly private companies with strong economics and paths to positive cash flow[29]. - The Company has identified criteria for evaluating prospective target businesses, emphasizing operational efficiency and revenue scaling[30]. - The company aims to acquire businesses with strong management teams to enhance operational and investment capabilities[31]. - The focus is on identifying businesses with significant revenue and earnings growth potential through product development and increased production capacity[31]. - The company seeks to acquire businesses capable of generating strong, stable, and increasing free cash flow, particularly those with predictable revenue streams[33]. - The company plans to utilize the expertise of its management team to evaluate potential acquisition targets[39]. Operational Status and Risks - The Company has not yet commenced any operations and does not expect to generate operating revenues until after completing a business combination[16]. - The company has no prior experience in consummating an initial business combination for a blank check company[28]. - There are no current material litigations or governmental proceedings against the company or its management team[53]. - The company is classified as an "emerging growth company," allowing it to take advantage of certain reporting exemptions[49]. - The company may face additional risks when initiating business combinations with target companies operating in China, including regulatory and enforcement risks[55]. - The company has no operations or generated revenues until the completion of the initial business combination[54]. - The company faces risks related to the COVID-19 pandemic and market conditions that could adversely affect its search for a business combination[57]. - The major shareholder's non-U.S. status and ties to China may limit the company's attractiveness to potential target companies outside of China[59]. - The company may encounter difficulties in managing cross-border operations, impacting financial results[63]. - Regulatory changes in China could significantly affect the company's ability to operate profitably and impact the value of its securities[65]. - The company may avoid initial business combinations with firms holding over one million users' personal information in China due to regulatory concerns[65]. Shareholder Considerations - The company may issue additional shares post-business combination, which could dilute existing shareholders' interests[60]. - Conflicts of interest may arise as management allocates time to other businesses and potential acquisition opportunities[61]. - Recent accounting standards are not expected to materially affect the company's financial statements[66].
AlphaVest Acquisition p(ATMV) - 2023 Q4 - Annual Report