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Alpha Partners Technology Merger (APTM) - 2024 Q3 - Quarterly Report

Purchase Agreements and Amendments - The Company entered into a purchase agreement on December 27, 2023, where the Sponsor purchased 3,902,648 founder units for an aggregate price of 1[293]TheCompanyamendedthepurchaseagreementonJanuary26,2024,correctingthenumberofsharesretainedbytheOriginalSponsorto665,000ClassAprivateplacementunitsand1,128,992ClassBfounderunits[293]InitialBusinessCombinationTheCompanyplanstousesubstantiallyallremainingfundsintheTrustAccount,includinginterestearned,tocompleteitsinitialbusinesscombination[299]TheCompanymustcompleteoneormoreinitialBusinessCombinationswithanaggregatefairmarketvalueofatleast801[293] - The Company amended the purchase agreement on January 26, 2024, correcting the number of shares retained by the Original Sponsor to 665,000 Class A private placement units and 1,128,992 Class B founder units[293] Initial Business Combination - The Company plans to use substantially all remaining funds in the Trust Account, including interest earned, to complete its initial business combination[299] - The Company must complete one or more initial Business Combinations with an aggregate fair market value of at least 80% of the net assets held in the Trust Account[312] - The Company faces potential delisting from Nasdaq if it fails to complete an initial business combination by January 27, 2025[175] Financial Obligations and Fees - The Company's Chief Financial Officer is entitled to receive a fee of 12,500 and a success fee of 50,000contingentupontheclosingoftheinitialbusinesscombination[300]TheSponsormayraiseupto50,000 contingent upon the closing of the initial business combination[300] - The Sponsor may raise up to 1,500,000 from the Investor to fund extension payments and working capital for the company[222] Fair Value Estimates - The Company estimated the fair value of Founder Shares to be 177,555or177,555 or 0.89 per share and Founder Warrants to be 17,500or17,500 or 0.10 per warrant[300] Listing and Delisting - The Company entered into an amendment to the Business Combination Agreement on December 10, 2024, to list its securities on the OTC Markets Group if delisted from Nasdaq[310] - The Company may require warrant holders to exercise warrants on a cashless basis if Class A Ordinary Shares are not listed on a national securities exchange[178] Share Issuance and Redemption - The Company has 7,062,500 Class B ordinary shares issued and outstanding as of September 30, 2024[308] - 12,433,210 Class A ordinary shares were tendered for redemption by shareholders for a total value of 134,059,215onJanuary29,2024[235]FinancialPerformanceandLossesThecompanyrecognizedalossof134,059,215 on January 29, 2024[235] Financial Performance and Losses - The company recognized a loss of 120,592 and 241,184onchangesinthefairvalueofwarrantliabilitiesforthethreeandninemonthsendedSeptember30,2024,respectively[210]NetcashusedinoperatingactivitiesfortheninemonthsendedSeptember30,2024was241,184 on changes in the fair value of warrant liabilities for the three and nine months ended September 30, 2024, respectively[210] - Net cash used in operating activities for the nine months ended September 30, 2024 was 789,823, driven by interest and dividend income of 1,660,800andanetlossof1,660,800 and a net loss of 861,565[213] - The company recorded a net loss of 861,565fortheninemonthsendedSeptember30,2024,withoperatingandformationcostsof861,565 for the nine months ended September 30, 2024, with operating and formation costs of 2,281,181 and a loss on changes in fair value of warrant liabilities of 241,184[219]TrustAccountandInvestmentsInvestmentsheldintheTrustAccounttotaled241,184[219] Trust Account and Investments - Investments held in the Trust Account totaled 25,381,830 and 157,330,245asofSeptember30,2024andDecember31,2023,respectively[247]Thecompanyhad157,330,245 as of September 30, 2024 and December 31, 2023, respectively[247] - The company had 115,044 in cash held outside of the Trust Account and a working capital deficit of 2,322,226asofSeptember30,2024[222]NetcashprovidedbyinvestingactivitiesfortheninemonthsendedSeptember30,2023was2,322,226 as of September 30, 2024[222] - Net cash provided by investing activities for the nine months ended September 30, 2023 was 140,388,808, primarily due to cash withdrawn from the Trust Account to pay redeeming shareholders[220] Underwriters and Over-Allotment - The underwriters partially exercised the over-allotment option to purchase an additional 3,250,000 Units at an offering price of 10.00perUnitforanaggregatepurchasepriceof10.00 per Unit for an aggregate purchase price of 32,500,000[208] - The company granted the underwriters a 45-day option to purchase up to 3,750,000 additional Units to cover over-allotments at the Initial Public Offering price[208]