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Alphavest Acquisition Corp(ATMVU) - 2023 Q1 - Quarterly Report
ATMVUAlphavest Acquisition Corp(ATMVU)2023-05-22 21:06

Financial Performance - For the three months ended March 31, 2023, the net income was 644,898,comparedtoanetlossof644,898, 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,consistingofinterestearnedonmarketablesecuritiesandbankinterestincomeof644,898, consisting of interest earned on marketable securities and bank interest income of 803,084, offset by formation and operating costs of 158,187[82].−TheCompanyhasnotgeneratedanyoperatingrevenuestodateandwillnotdosountilthecompletionofitsinitialBusinessCombination[80].CurrentLiabilitiesandEquity−ThetotalcurrentliabilitiesasofMarch31,2023,were158,187[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 257,871asofDecember31,2022[7].−Thetotalshareholders′equityasofMarch31,2023,was257,871 as of December 31, 2022[7]. - The total shareholders' equity as of March 31, 2023, was 358,221, down from 554,543asofDecember31,2022[7].CashandTrustAccount−Thecompanyhadcashattheendoftheperiodamountingto554,543 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 659,035atthebeginningoftheperiod[11].−TheCompanyhas659,035 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].−AsofMarch31,2023,theTrustAccountheld802,992[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 70,418,228onDecember31,2022,to70,418,228 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 - The Company has not withdrawn any interest earned on the Trust Account through March 31, 2023[71].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 60,000,000fromitsInitialPublicOfferingonDecember22,2022[15].−TheCompanysold6,000,000Unitsatapriceof60,000,000 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].−Anadditional900,000Unitswereissuedduetotheunderwriter′sfullexerciseoftheirover−allotmentoption,resultinginanaggregateamountof60,000,000[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 60,000,000fromthesaleof6,000,000Unitsat60,000,000 from the sale of 6,000,000 Units at 10.00 per Unit, along with an additional 3,900,000fromthesaleof390,000PrivateUnits[84].−ThetotalnetproceedsfromtheinitialpublicofferingandthesaleofPrivatePlacementUnitsamountedto3,900,000 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 10.20persharesoldintheinitialpublicoffering[119].BusinessCombinationandRedemption−ThecompanyhasbroaddiscretionregardingtheapplicationofnetproceedsfromtheInitialPublicOffering,primarilyintendedforaBusinessCombination[19].−TheCompanywillprovidePublicShareholderstheopportunitytoredeemtheirsharesforaprorataportionoftheTrustAccount,initiallyanticipatedat10.20 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].−TheSponsorhasagreedtowaiveitsredemptionrightswithrespecttoanyFounderSharesandPublicSharesheldbyitinconnectionwiththecompletionofaBusinessCombination[24].GoingConcernandFinancialStability−TheCompanyhasdeterminedthatthereissubstantialdoubtaboutitsabilitytocontinueasagoingconcernwithinoneyearaftertheissuanceofthefinancialstatements[28].−ThereissubstantialdoubtabouttheCompany′sabilitytocontinueasagoingconcernwithinoneyearaftertheissuanceofthefinancialstatements[94][95].InternalControlsandAccountingPolicies−Thecompanyidentifiedamaterialweaknessininternalcontrolsrelatedtotheaccretionadjustment,impactingtheeffectivenessofdisclosurecontrolsandprocedures[109].−Thecompanyplanstoenhanceitssystemforevaluatingandimplementingapplicableaccountingstandards[111].−ThecompanyhasidentifiedcriticalaccountingpoliciesthatmayaffectreportedamountsandhasnodilutivesecuritiesasofMarch31,2023[101][104].−Therewerenochangesininternalcontroloverfinancialreportingthatmateriallyaffectedthecompanyduringthemostrecentfiscalquarter[111].TransactionCostsandFees−ThecompanyincurredtransactioncostsrelatedtotheInitialPublicOfferingamountingto5,000,001[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 3,734,630werechargedtoadditionalpaid−incapitaluponcompletionoftheInitialPublicOffering[38].−TheCompanywillpayEBCacashfeeof3,734,630 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 0.20perUnit,totaling0.20 per Unit, totaling 1,725,000 upon the closing of the Initial Public Offering[118]. Other Financial Information - The Company incurred 30,000inadministrativeservicefeesforthethreemonthsendedMarch31,2023[53].−CashusedinoperatingactivitiesforthethreemonthsendedMarch31,2023,was30,000 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].