Mountain Crest Acquisition Corp. V(MCAGU) - 2024 Q3 - Quarterly Report

Business Combination Agreements - The Company entered into a Business Combination Agreement with AUM Biosciences Pte. Ltd. on October 19, 2022, which was later terminated on June 8, 2023[164][165]. - The Company entered into a non-binding term sheet with CUBEBIO Co., Ltd. for a proposed business combination on May 2, 2024[175]. - The Company entered into a Business Combination Agreement with CUBEBIO Co., Ltd. on August 29, 2024, involving a SPAC Merger and a Share Swap, with the expectation that the PubCo Ordinary Shares will be listed on Nasdaq[184]. - The Business Combination is expected to close no later than May 15, 2025, or earlier if the Company meets certain conditions[188]. Financial Performance - For the three months ended September 30, 2024, the Company reported a net loss of $130,870, with operating costs of$202,182 and interest income of $76,529[192]. - For the nine months ended September 30, 2024, the net loss was$220,998, with general and administrative expenses of $431,169 and interest income of$225,179[194]. Cash and Working Capital - As of September 30, 2024, the Company had cash of $46,054 held outside the Trust Account for general working capital purposes[204]. - The Company intends to use substantially all funds in the Trust Account to complete the Business Combination and for working capital of the target business[203]. - The Company has marketable securities in the Trust Account totaling$5,994,370, including $512,880 of interest income[202]. Promissory Notes and Debt - The Company issued an unsecured promissory note of up to$400,000 to the Sponsor on October 30, 2023, for working capital purposes[167]. - The Company issued an unsecured promissory note of up to $500,000 to the Sponsor on August 14, 2024, with$300,000 drawn as of the filing date[179]. - The Company issued a non-interest bearing promissory note of $300,000 to the Sponsor, which was converted into 75,000 shares of Common Stock[205]. - The Company issued an unsecured promissory note of up to$300,000 on April 3, 2024, with no interest, due upon business combination or liquidation[210]. - As of September 30, 2024, there was $300,000 outstanding under the April 2024 Note issued on April 30, 2024[212]. - The Company entered into a note conversion agreement on April 19, 2024, converting$200,000 of the Notes into 150,000 shares of common stock[211]. - As of September 30, 2024, the Company had $150,000 outstanding under the August 2024 Note issued on August 14, 2024[214]. - The Company borrowed an additional$92,000 and $58,000 under the August 2024 Note, totaling$300,000 drawn as of the filing date[215]. Compliance and Regulatory Matters - The Company received approval from Nasdaq to transfer its listing from The Nasdaq Global Market to The Nasdaq Capital Market, effective October 27, 2023[166]. - The Company filed its Form 10-K for the year ended December 31, 2023, on August 26, 2024, regaining compliance with Nasdaq Listing Rule[180]. - The Company regained compliance with the $35,000,000 market value of listed securities requirement on June 5, 2024[177]. Extensions and Deadlines - The Company extended the Combination Period to February 16, 2024, by depositing$51,932 into its trust account[169]. - The Company has extended the Combination Period multiple times, with the latest extension to November 16, 2024[176]. - The Company extended the deadline to complete its initial business combination to November 16, 2025, by depositing $51,932 into its trust account[217]. Concerns and Obligations - The underwriters are entitled to a deferred fee of$2,070,000, payable only if the Company completes a business combination[221]. - The Company has determined that the liquidity condition raises substantial doubt about its ability to continue as a going concern if a business combination is not consummated by the extended deadline[218]. - The Company has no off-balance sheet financing arrangements as of September 30, 2024[219]. - The Company has no long-term debt or capital lease obligations, with a monthly payment agreement of up to $10,000 for office-related expenses[220]. Shareholder Actions - The Company held an annual meeting on November 8, 2024, where 418,217 shares were tendered for redemption[183].