Financial Performance - As of March 31, 2025, the company reported a net income of $8,697, consisting of interest income of $187,180, offset by formation and operating costs of $178,483[101]. - For the three months ended March 31, 2024, the company reported a net income of $349,241, with bank interest income of $678,480[102]. - The company has not generated any operating revenues to date and will not do so until the completion of its initial business combination[99]. Initial Public Offering - The company generated gross proceeds of $60,000,000 from the Initial Public Offering of 6,000,000 Units at $10.00 per Unit[103]. - Following the full exercise of the over-allotment option, the total amount placed in the trust account was $70,380,000, which is $10.20 per Unit[105]. Financial Position - As of March 31, 2025, the company had marketable securities in the trust account amounting to $18,407,880, consisting of U.S. government securities[106]. - The company has a working capital deficit of $2,089,118 as of March 31, 2025[110]. - The company has no long-term debt or off-balance sheet financing arrangements as of March 31, 2025[111]. Going Concern - There is substantial doubt about the company's ability to continue as a going concern if a business combination is not completed within the specified period[109]. Future Expectations - The company expects to incur significant costs related to being a public company and for due diligence expenses in connection with the search for a business combination target[100].

IPO and Financial Proceeds - 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[23]. - 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[26]. - As of December 21, 2023, approximately $50,608,334.49 remained in the trust account after 2,174,171 Ordinary Shares were redeemed for approximately $23,282,935.83[29]. - Approximately $650,000 will be available outside the trust account to fund working capital requirements, with offering expenses estimated at $550,000[108]. - If the company cannot complete the initial business combination within the prescribed timeframe, public shareholders may only receive $10.20 per share or less upon liquidation[89]. - If the company is unable to complete its initial business combination, public shareholders may receive only approximately $10.20 per share upon redemption, or potentially less[101]. - The company may redeem public shares and liquidate if it fails to complete the initial business combination, which could result in shareholders receiving less than $10.20 per share[89]. - The per-share redemption amount for public shareholders could be less than $10.20 due to potential claims from creditors[112]. - The company is obligated to pay cash for Ordinary Shares redeemed in connection with the initial business combination, which may limit available resources for acquisitions[103]. Business Combination Plans - The Company entered into a business combination agreement with Wanshun Technology Industrial Group Limited on August 11, 2023[27]. - The Company has extended the deadline to complete a business combination to December 22, 2024, by depositing $55,000 for each monthly extension[30]. - The Company has the ability to extend the time to consummate a business combination up to nine additional months, totaling 33 months from the IPO closing date[41]. - 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[43]. - 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 votes[74][75]. - The company may seek shareholder approval for the initial business combination, with Initial Shareholders potentially purchasing shares from public shareholders to influence the vote[90]. - The company may seek to amend its governing instruments to facilitate the completion of the initial business combination, which may not receive support from shareholders[147]. - The company may need to amend its governing instruments to facilitate the completion of a business combination, requiring only a two-thirds majority approval[172]. Market and Growth Strategy - The management team intends to focus on private companies in Asia with compelling economics and paths to positive operating cash flow[35]. - The Company has identified the Asian market as a key area for growth, driven by private sector expansion and increasing middle-class consumption[36]. - The company aims to acquire businesses with strong management teams to enhance operational and investment capabilities[42]. - The target businesses should have significant revenue and earnings growth potential through product development and increased production capacity[42]. - The company seeks to acquire businesses that can generate strong, stable, and increasing free cash flow, particularly those with predictable revenue streams[42]. Financial Health and Risks - The company has not commenced any operations and does not expect to generate operating revenues until after the completion of its business combination[22]. - The company has not generated any revenues to date and is classified as an early-stage and emerging growth company[19]. - As of December 31, 2024, the company had a working capital deficiency of $1,745,636, raising substantial doubt about its ability to continue as a going concern[73]. - The company may need to obtain additional financing for general corporate purposes following the initial business combination[45]. - The funds available outside the trust account may not be sufficient for operations for at least the next 24 months, potentially requiring loans from Initial Shareholders[107]. - The company may face challenges in obtaining additional financing for the business combination, which could lead to restructuring or abandonment of the deal[175]. - The company may issue additional shares or incur substantial debt to complete its business combination, which could dilute existing shareholders' interests and negatively impact financial condition[144]. - The existence of substantial debt may limit the company's flexibility in planning and reacting to changes in the business environment[148]. Regulatory and Legal Considerations - The company is subject to reporting obligations under the Exchange Act, including filing annual, quarterly, and current reports with the SEC[55]. - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements[59]. - There are no material legal proceedings currently pending against the company or its management team[63]. - Regulatory challenges, particularly concerning foreign investment in China, may limit the company's ability to complete business combinations with certain targets[70]. - The Foreign Investment Risk Review Modernization Act of 2018 may subject the company to mandatory filings and reviews, potentially limiting business combination opportunities[135]. - Compliance with PRC regulations may delay or inhibit the ability to complete business transactions[215]. - The judiciary in the PRC is relatively inexperienced in enforcing corporate law, leading to uncertainty in litigation outcomes[211]. - The company may face significant penalties if agreements for acquiring control do not comply with local restrictions on foreign investment[216]. Management and Operational Risks - The company lacks an operating history and revenues, making it challenging to evaluate its ability to achieve business objectives[72]. - The management team will evaluate potential targets based on their strengths, weaknesses, and risk-return profiles[47]. - The company may face increased costs and risks when attempting to complete multiple business combinations simultaneously, potentially impacting operations and profitability[126]. - There is a risk that the management of a target business may lack the necessary skills to manage a public company, which could negatively affect shareholder value[127]. - Key personnel from an acquisition candidate may resign after the business combination, which could adversely impact operations and profitability[128]. - Management's ability to complete the business combination is dependent on their efforts, and the loss of key personnel could negatively impact post-combination operations[158]. - Conflicts of interest may arise as officers and directors may allocate time to other businesses or become affiliated with other acquisition entities[164]. Market Competition and Challenges - The company expects to encounter intense competition from other entities with similar business objectives, including private investors and other blank check companies[102]. - Increased competition among special purpose acquisition companies for attractive targets may raise costs and hinder the ability to find suitable business combinations[81][82]. - The ability of public shareholders to redeem shares for cash may deter potential business combination targets, complicating the completion of desirable transactions[78]. - The company may face difficulties in managing cross-border operations, which could negatively impact financial results[70]. - Political events and social unrest in countries where the company operates could negatively affect business operations[194]. - Inflationary pressures in Asian economies may lead to government actions that could significantly decrease profitability post-acquisition[205]. - Regulations in many Asian countries may limit foreign investments, reducing the pool of potential acquisition candidates[206]. - Corporate governance standards in Asia may be weaker than in the United States, potentially hiding detrimental operational practices[208]. Acquisition Strategy and Risks - The company may seek acquisition opportunities in industries outside of its management's expertise, increasing risks associated with potential targets[70]. - The company may complete a business combination with an early-stage or financially unstable business, exposing it to volatile revenues[122]. - The company may enter into a business combination with a target that does not meet its established criteria, which could lead to shareholder redemption rights being exercised[121]. - Costs incurred in researching acquisitions that do not complete could adversely affect future acquisition attempts[124]. - Financial statement requirements for target businesses may limit the pool of potential acquisitions, as some targets may be unable to provide necessary disclosures in time[156]. - The company may face increased costs or difficulties in completing a business combination due to the registration rights granted to Initial Shareholders[146]. - There is a risk that new management may not possess the necessary skills to operate the target business post-combination[179]. - The company may incur write-downs or restructuring charges post-combination, negatively impacting financial condition and share price[181].

Financial Performance - As of September 30, 2024, the company reported a net income of $502,021, primarily from interest earned on marketable securities and bank interest income of $684,601, after deducting formation and operating costs of $182,580[108]. - For the nine months ended September 30, 2024, the company achieved a net income of $1,234,008, with total interest income of $1,893,227, offset by formation and operating costs of $566,903 and an unrealized loss of $92,316[109]. Initial Public Offering - The company completed its Initial Public Offering on December 22, 2022, raising gross proceeds of $60,000,000 from the sale of 6,000,000 Units at $10.00 per Unit[111]. - Following the full exercise of the over-allotment option, the total amount placed in the trust account reached $70,380,000, which will be used to complete the initial business combination[113]. Assets and Liabilities - As of September 30, 2024, the company held marketable securities in the trust account valued at $53,011,509, including $5,419,445 of interest income[115]. - The company reported a working capital deficit of $1,276,719 as of September 30, 2024, with cash on hand amounting to $7,095[116]. - The company has issued promissory notes totaling $126,000 and $715,000 to cover operating costs and expenses related to the extension of the business combination period[116][127]. Going Concern - There is substantial doubt about the company's ability to continue as a going concern within one year after the issuance of the financial statements due to insufficient working capital[120]. Operations and Business Strategy - The company has not engaged in any operations or generated revenues to date, with expectations to incur increased expenses as a public company[107]. - The company has not identified any specific business combination target and has not initiated substantive discussions with potential targets[105]. Accounting and Reporting - Management does not believe that any recently issued accounting standards will have a material effect on financial statements[134]. - The company is classified as a smaller reporting company and is not required to provide additional market risk disclosures[136].

Financial Performance - As of June 30, 2024, the company reported a net income of $382,746 for the three months ended June 30, 2024, primarily from interest income of $530,143, after deducting formation and operating costs of $147,397[88]. - For the six months ended June 30, 2024, the company achieved a net income of $731,987, with total interest income of $1,208,626, offset by formation and operating costs of $384,323 and an unrealized loss of $92,316[89]. - The company reported a working capital deficit of $874,140 as of June 30, 2024, with cash on hand amounting to $13,793[95]. - There is substantial doubt about the company's ability to continue as a going concern within one year after the issuance of the financial statements[98]. Initial Public Offering (IPO) - 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[91]. - Following the full exercise of the over-allotment option, the total amount placed in the trust account reached $70,380,000, which includes interest earned[93]. - As of June 30, 2024, the company held marketable securities in the trust account valued at $51,996,909, including $4,734,845 of interest income[94]. Business Operations - The company has not generated any operating revenues to date and does not expect to do so until after completing its initial business combination[87]. - The company has incurred significant costs related to its acquisition plans and anticipates increased expenses due to public company compliance requirements[86]. Internal Controls and Compliance - As of June 30, 2024, the company's disclosure controls and procedures were evaluated as effective by the Certifying Officers[112]. - The internal control over financial reporting was assessed as effective as of June 30, 2024, based on the established framework[116]. - There were no changes in internal control over financial reporting during the most recent fiscal quarter that materially affected its effectiveness[117]. - The company acknowledges that disclosure controls and procedures can only provide reasonable assurance, not absolute assurance, against errors and fraud[113]. - Management is responsible for maintaining adequate internal control over financial reporting to ensure reliability[114]. - The internal control process includes maintaining accurate records and ensuring transactions are recorded in accordance with management authorizations[114]. - There are inherent limitations in internal controls that may prevent or detect misstatements[115]. - The assessment of internal controls is subject to risks that controls may become inadequate due to changing conditions[115]. Legal Proceedings - The company has not reported any legal proceedings[117]. Accounting Standards - Management does not believe that any recently issued accounting standards will have a material effect on financial statements[112].

Financial Performance - As of March 31, 2024, the company reported a net income of $349,241, which includes interest income of $678,480, offset by formation and operating costs of $236,926 and an unrealized loss of $92,316 on investments[85]. - The company has incurred no revenues to date and does not expect to generate operating revenues until after the completion of its initial business combination[84]. - The company has significant doubt about its ability to continue as a going concern within one year after the issuance of its financial statements[94]. Initial Public Offering - The company generated gross proceeds of $60,000,000 from the Initial Public Offering of 6,000,000 Units at $10.00 per Unit, along with an additional $3,900,000 from the sale of 390,000 Private Units[87]. - Following the full exercise of the over-allotment option, the total amount placed in the trust account was $70,380,000, which is intended for the initial business combination[89]. Trust Account and Securities - As of March 31, 2024, the company held marketable securities in the trust account amounting to $51,466,768, including $4,204,704 of interest income[90]. - As of March 31, 2024, the company had cash of $13,791 as of March 31, 2024, intended for identifying and evaluating target businesses[91]. Related Party Transactions - As of March 31, 2024, the company had outstanding amounts due to related parties of $295,739, expected to be settled upon the consummation of the business combination[106]. Advisory and Fees - The company has engaged EBC as an advisor for its business combination, agreeing to pay a service fee of 3.5% of the gross proceeds of the IPO upon consummation of the initial business combination[109]. Financing Arrangements - The company has not engaged in any off-balance sheet financing arrangements as of March 31, 2024[97].

Financial Overview - As of December 31, 2023, the Company had not commenced any operations and generated no revenues, with expectations to do so only after completing a Business Combination[18]. - The Initial Public Offering (IPO) on December 22, 2022, raised gross proceeds of $60 million from the sale of 6,000,000 units at $10.00 per unit, with an additional $9 million from the over-allotment option[19]. - 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[21]. - As of December 31, 2023, the company had a working capital deficiency of $324,822, raising substantial doubt about its ability to continue as a going concern[70]. - Approximately $650,000 will be available outside the trust account for working capital requirements, with offering expenses estimated at $550,000[130]. Business Combination Timeline - The Company extended the deadline to complete a business combination from December 22, 2023, to March 22, 2024, by depositing $165,000 into the trust account[27]. - The company has up to 15 months from the closing of its Initial Public Offering (IPO) to complete an initial business combination, extendable up to 24 months with sponsor deposits of $55,000 per month for each extension[36]. - The company has extended the deadline to complete its initial business combination from December 22, 2023, to December 22, 2024, allowing for up to 24 months total from the closing of its Initial Public Offering[95]. - The shareholders approved an extension for completing the business combination from 12 months to 15 months, with a potential extension up to 24 months[128]. Business Combination Strategy - The Company has identified Asia as a primary focus for potential business combinations, targeting private companies with strong management and growth potential[29][30]. - The management team aims to leverage its experience in mergers and acquisitions to create shareholder value through operational efficiency and revenue growth[31]. - The Company plans to acquire businesses that can benefit from being publicly traded and have access to broader capital sources[34]. - The company may complete its business combination with a single target business or multiple target businesses simultaneously, but this could lead to increased costs and risks that may negatively impact operations and profitability[169]. - The company may pursue acquisition opportunities with early-stage companies or financially unstable businesses, which could result in volatile revenues or earnings[153]. Regulatory and Market Challenges - There are significant regulatory risks associated with potential business combinations involving companies operating in China, including government intervention and changes in regulations[57]. - The company may face regulatory challenges in completing a business combination with companies in China due to existing or future U.S. laws and regulations[65]. - The company may face challenges in completing a business combination due to its major shareholder being a non-U.S. person and the majority of its officers and directors having significant ties to China[59]. - The market for directors and officers liability insurance has become more expensive and less favorable, impacting the ability to negotiate initial business combinations[90]. - Increased competition among special purpose acquisition companies may lead to higher costs and fewer attractive targets available for business combinations[89]. Shareholder Considerations - 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 votes[71][73]. - The company requires at least $5,000,001 in net tangible assets to proceed with its initial business combination, which may be jeopardized if too many shareholders exercise their redemption rights[79]. - The ability of public shareholders to redeem shares for cash may deter potential business combination targets, complicating the acquisition process[78]. - If the initial business combination is not completed within the prescribed time frame, the company will redeem public shares at a pro rata amount, potentially as low as $10.20 per share[101]. - If the company does not conduct redemptions according to tender offer rules, shareholders holding over 15% of ordinary shares will lose the ability to redeem those excess shares[121]. Operational Considerations - The company currently maintains executive offices at a cost of $10,000 per month for office space and administrative services[47]. - The company has no full-time employees and relies on its management team to devote necessary time until the initial business combination is completed[48]. - The company does not intend to have any full-time employees prior to the completion of the initial business combination, which may affect operational capabilities[212]. - The investigation and negotiation for each target business will require substantial management time and costs, and if a specific business combination is not completed, those costs may not be recoverable[159]. Financial Risks and Liabilities - The company may need to obtain additional financing for general corporate purposes following the initial business combination, with no limitations on raising funds through equity or debt securities[40]. - The company may incur substantial debt to complete a business combination, which could negatively impact its financial condition[186]. - The company may face material losses on investments if the initial business combination is unsuccessful and the trust account is liquidated[83]. - If the trust account proceeds are reduced below $10.20 per share due to claims, shareholders may receive less than the expected amount upon redemption[138]. Management and Governance - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements[52]. - The company is currently compliant with NASDAQ listing rules after appointing an independent director to the Board and Audit Committee[181]. - Conflicts of interest may arise if management members negotiate employment agreements with target businesses, influencing their decision-making[209]. - Officers and directors may allocate time to other businesses, potentially impacting their commitment to the company's affairs and the search for business combinations[211]. Miscellaneous - The company may seek to amend its governing instruments to facilitate the completion of its initial business combination[191]. - The determination of the offering price for the Initial Public Offering (IPO) is more arbitrary compared to typical operating companies due to the lack of historical operations or financial results[201]. - The independent directors may choose not to enforce indemnification obligations, which could reduce the funds available for distribution to public shareholders[139].

Financial Performance - As of September 30, 2023, the company reported a net income of $755,988 for the three months ended, and a net income of $2,105,442 for the nine months ended, primarily from interest income on marketable securities[88]. - The company has not generated any operating revenues to date and will not do so until the completion of its initial business combination[86]. - Cash used in operating activities for the nine months ended September 30, 2023, was $601,192, reflecting the company's expenses related to being a public entity[93]. - There is substantial doubt about the company's ability to continue as a going concern within one year after the issuance of the financial statements[100]. Capital Raising and Trust Account - The company raised gross proceeds of $60,000,000 from its Initial Public Offering (IPO) by selling 6,000,000 Units at $10.00 per Unit[90]. - Following the full exercise of the over-allotment option, the total amount placed in the trust account was $70,380,000, which may be invested in U.S. government securities[92]. - As of September 30, 2023, the company held marketable securities in the Trust Account amounting to $73,010,689, including $954,788 of interest income for the three months ended[95]. - The company intends to use substantially all funds in the trust account to complete its initial business combination, with any remaining proceeds used for working capital[96]. Cash Position and Expenses - The company had cash of $57,843 as of September 30, 2023, intended for identifying and evaluating target businesses[97]. - The company has no long-term debt obligations or off-balance sheet arrangements as of September 30, 2023[103].

Financial Performance - For the three months ended June 30, 2023, the company reported a net income of $704,556, consisting of interest earned on marketable securities and bank interest income of $834,743, offset by formation and operating costs of $130,187[80]. - For the six months ended June 30, 2023, the company had a net income of $1,349,454, with interest income totaling $1,637,827 and operating costs of $288,373[80]. Marketable Securities - As of June 30, 2023, the company held marketable securities in the Trust Account amounting to $72,055,901, which includes $834,681 of interest income for the three months ended June 30, 2023[86]. Initial Public Offering - The company generated gross proceeds of $60,000,000 from the Initial Public Offering of 6,000,000 Units at $10.00 per Unit[81]. - Following the underwriter's full exercise of their over-allotment option, an additional 900,000 Units were issued for an aggregate amount of $9,000,000[82]. Cash Flow and Operating Activities - Cash used in operating activities for the six months ended June 30, 2023, was $438,236, resulting in a decrease in cash of the same amount[94]. - As of June 30, 2023, the company had cash of $220,799 available for identifying and evaluating target businesses[88]. Business Combination and Going Concern - The company intends to use substantially all funds held in the trust account to complete its initial business combination[87]. - There is substantial doubt about the company's ability to continue as a going concern within one year after the issuance of the financial statements[92]. Debt and Reporting Classification - The company has no long-term debt obligations or off-balance sheet arrangements as of June 30, 2023[95]. - The company is classified as a smaller reporting company under Rule 12b-2 of the Exchange Act and is not required to provide the information typically required under this item[103].

Financial Performance - For the three months ended March 31, 2023, the net income was $644,898, compared to a net loss of $3,749 for the same period in 2022[8]. - As of March 31, 2023, the Company reported a net income of $644,898, consisting of interest earned on marketable securities and bank interest income of $803,084, offset by formation and operating costs of $158,187[82]. - The Company has not generated any operating revenues to date and will not do so until the completion of its initial Business Combination[80]. Current Liabilities and Equity - The total current liabilities as of March 31, 2023, were $39,412, a decrease from $257,871 as of December 31, 2022[7]. - The total shareholders' equity as of March 31, 2023, was $358,221, down from $554,543 as of December 31, 2022[7]. Cash and Trust Account - The company had cash at the end of the period amounting to $310,950, down from $659,035 at the beginning of the period[11]. - The Company has $71,221,220 in investments held in the Trust Account as of March 31, 2023, including interest income of $802,992[37]. - As of March 31, 2023, the Trust Account held $71,221,220 in a mutual fund primarily invested in U.S. Treasury Securities[71]. - The fair value of marketable securities held in the Trust Account increased from $70,418,228 on December 31, 2022, to $71,221,220 on March 31, 2023[72]. - The Company has not withdrawn any interest earned on the Trust Account through March 31, 2023[71]. Initial Public Offering (IPO) - The company generated gross proceeds of $60,000,000 from its Initial Public Offering on December 22, 2022[15]. - The Company sold 6,000,000 Units at a price of $10.00 per Unit during the Initial Public Offering, generating total proceeds of $60,000,000[47]. - An additional 900,000 Units were issued due to the underwriter's full exercise of their over-allotment option, resulting in an aggregate amount of $9,000,000[47]. - The Initial Public Offering (IPO) generated gross proceeds of $60,000,000 from the sale of 6,000,000 Units at $10.00 per Unit, along with an additional $3,900,000 from the sale of 390,000 Private Units[84]. - The total net proceeds from the initial public offering and the sale of Private Placement Units amounted to $71,030,000, or $10.20 per share sold in the initial public offering[119]. Business Combination and Redemption - The company has broad discretion regarding the application of net proceeds from the Initial Public Offering, primarily intended for a Business Combination[19]. - The Company will provide Public Shareholders the opportunity to redeem their shares for a pro rata portion of the Trust Account, initially anticipated at $10.20 per share[20]. - The Company will redeem 100% of the Public Shares if a Business Combination is not completed within the Combination Period, which is 12 months or 18 months if extended[25]. - The Company will not redeem Public Shares in an amount that would cause its net tangible assets to be less than $5,000,001[22]. - The Sponsor has agreed to waive its redemption rights with respect to any Founder Shares and Public Shares held by it in connection with the completion of a Business Combination[24]. Going Concern and Financial Stability - The Company has determined that there is substantial doubt about its ability to continue as a going concern within one year after the issuance of the financial statements[28]. - There is substantial doubt about the Company's ability to continue as a going concern within one year after the issuance of the financial statements[94][95]. Internal Controls and Accounting Policies - The company identified a material weakness in internal controls related to the accretion adjustment, impacting the effectiveness of disclosure controls and procedures[109]. - The company plans to enhance its system for evaluating and implementing applicable accounting standards[111]. - The company has identified critical accounting policies that may affect reported amounts and has no dilutive securities as of March 31, 2023[101][104]. - There were no changes in internal control over financial reporting that materially affected the company during the most recent fiscal quarter[111]. Transaction Costs and Fees - The company incurred transaction costs related to the Initial Public Offering amounting to $3,734,629[18]. - Offering costs of $3,734,630 were charged to additional paid-in capital upon completion of the Initial Public Offering[38]. - The Company will pay EBC a cash fee of $2,415,000 for services related to the Business Combination, based on 3.5% of the gross proceeds of the Initial Public Offering[59]. - The underwriter received a cash underwriting discount of $0.20 per Unit, totaling $1,725,000 upon the closing of the Initial Public Offering[118]. Other Financial Information - The Company incurred $30,000 in administrative service fees for the three months ended March 31, 2023[53]. - Cash used in operating activities for the three months ended March 31, 2023, was $348,085, resulting in a decrease in cash[96]. - The Company has no long-term debt obligations or off-balance sheet arrangements as of March 31, 2023[97][99]. - The Company issued an unsecured promissory note to the Sponsor for up to $150,000, with no borrowings outstanding as of March 31, 2023[54]. - The company is authorized to issue 200,000,000 shares of common stock, with 2,280,500 shares issued and outstanding as of March 31, 2023[65]. - The holders of the Founder Shares and other securities are entitled to registration rights, allowing them to demand registration for resale[56].

IPO and Financial Overview - AlphaVest Acquisition Corp completed its Initial Public Offering (IPO) on December 22, 2022, raising gross proceeds of $60 million from the sale of 6,000,000 units at $10.00 per unit[18]. - An additional 900,000 units were sold due to the underwriters' over-allotment option, generating an extra $9 million in gross proceeds[18]. - The total amount deposited into a U.S.-based trust account was $70,380,000, with $550,000 allocated for fees and expenses related to the IPO[20]. - As of December 31, 2022, the company had working capital of $483,935, raising substantial doubt about its ability to continue as a going concern[66]. - Only $650,000 is initially available outside the trust account to fund working capital requirements, with offering expenses estimated at $550,000[119]. - The company has no operating history or revenues, making it difficult to evaluate its ability to achieve its business objectives[65]. - The company has no current operations and has generated no revenues until the completion of its initial business combination[54]. Business Combination Plans - The company intends to complete its initial business combination within 12 months of the IPO, with a possible extension of up to 18 months[32]. - The target businesses for acquisition must have an aggregate fair market value of at least 80% of the assets held in the trust account at the time of the agreement[33]. - The company plans to leverage its management team's experience in mergers and acquisitions to identify attractive acquisition opportunities[22]. - The company has identified criteria for potential acquisitions, including strong management teams and the potential for significant revenue and earnings growth[26][28]. - The company may issue additional common stock or preference shares to complete its initial business combination, which could dilute shareholder interests[58]. - The company must maintain net tangible assets of at least $5,000,001 to proceed with a business combination, which could be affected by redemption requests[75]. - The company may not hold a shareholder vote for its initial business combination, which could lead to completion without majority public shareholder support[67]. - If public shareholders exercise redemption rights, it may hinder the company's ability to complete a desirable business combination[76]. - The company has a maximum of 12 months from the closing of its Initial Public Offering (IPO) to complete an initial business combination, with the possibility of extending this period up to 18 months through two three-month extensions, contingent upon a deposit of $690,000 for each extension[90]. Competition and Market Conditions - The company is subject to intense competition from other entities with similar business objectives, which may limit its ability to acquire larger target businesses[41]. - Increased competition from other special purpose acquisition companies may make attractive targets scarcer and drive up costs for business combinations[84]. - The company may face challenges in negotiating with potential target businesses due to the time constraints imposed by the 12 to 18-month deadline, which could affect the terms of any business combination[92]. - The company’s ability to complete the initial business combination may be negatively impacted by general market conditions and volatility in capital and debt markets[95]. Regulatory and Operational Risks - The company may face additional risks if it pursues a business combination with a target company operating in China, including regulatory and enforcement risks[55]. - The Cybersecurity Administration of China may impose restrictions that could deter internet and technology companies from listing on U.S. exchanges[62]. - The company may face challenges in completing initial business combinations with U.S. target companies due to foreign investment regulations and CFIUS review[162]. - If the business combination falls under CFIUS jurisdiction, mandatory filings may be required, which could delay or block the transaction[163]. - The company may incur significant costs in pursuit of acquisition plans, which could impact its financial condition[66]. - The company is required to cease all operations except for winding up if it does not complete the initial business combination within the designated timeframe, which may lead to liquidation and potential losses for public shareholders[95]. Shareholder Considerations - The company’s public shareholders may not receive any funds from the trust account unless the initial business combination is completed or the company is unable to complete it within the specified timeframe[107]. - Public shareholders may receive approximately $10.20 per share upon redemption, or less in certain circumstances, if the initial business combination is not completed[112]. - If the trust account proceeds are reduced below $10.20 per share, public shareholders may receive less upon liquidation[127]. - The absence of a specified maximum redemption threshold may allow the company to complete a business combination even if a substantial majority of shareholders disagree[121]. - The company may face intense competition from well-established entities for business combination opportunities, limiting its ability to acquire sizable target businesses[113]. Management and Governance - The company is classified as an "emerging growth company" and a "smaller reporting company," allowing it to take advantage of reduced disclosure obligations[48][51]. - The company has no full-time employees and relies on its two officers to manage operations until the initial business combination is completed[43]. - The company may face conflicts of interest due to its officers and directors being affiliated with other entities engaged in similar business activities[200]. - The company’s management team’s ability to successfully complete a business combination is crucial, and the loss of key personnel could negatively impact operations and profitability[192]. - The company’s initial shareholders may have competitive interests that conflict with the company's interests in identifying and selecting target business combinations[203]. Acquisition Strategy and Challenges - The management team aims to focus on acquiring businesses in Asia with strong management teams and significant growth potential[23][24]. - The company may pursue acquisition opportunities with early-stage or financially unstable businesses, which could lead to volatile revenues or earnings[142]. - The company has not yet selected or approached any specific target business for a business combination, making it difficult to evaluate potential risks and merits[136]. - Past performance of the management team is not indicative of future performance, and there is no guarantee of success in locating a suitable candidate for the business combination[137]. - The company may incur unrecoverable costs if it decides not to complete a specific initial business combination, adversely affecting future acquisition attempts[147]. - The major shareholder's non-U.S. status and the ties of the majority of officers and directors to China may limit the pool of potential acquisition candidates outside of China[159]. - The company may face challenges in completing simultaneous business combinations, which could increase costs and operational risks[149]. - There is no requirement to obtain an independent valuation opinion for the target business, which may lead to reliance on the judgment of the board of directors regarding fair market value[144].