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Alpha Partners Technology Merger (APTM) - 2023 Q2 - Quarterly Report
APTMAlpha Partners Technology Merger (APTM)2023-08-20 16:00

Financial Performance - For the three months ended June 30, 2023, the company reported a net income of 3,943,986,primarilyfrominterestanddividendincomeof3,943,986, primarily from interest and dividend income of 3,453,154 and a gain on fair value of warrant liability of 844,141[144].−Thecompanyrecordedanetincomeof844,141 [144]. - The company recorded a net income of 6,064,849 for the six months ended June 30, 2023, driven by interest and dividend income of 6,493,944andagainonreceivablerelatedtopotentialbusinesscombinationof6,493,944 and a gain on receivable related to potential business combination of 374,975 [146]. - The company incurred net cash used in operating activities of 422,356forthesixmonthsendedJune30,2023,primarilyduetooperationalcosts[148].−Thecompanyhasnotgeneratedanyoperatingrevenuestodateanddoesnotexpecttodosountilaftercompletingitsinitialbusinesscombination[143].CashandLiabilities−AsofJune30,2023,thecompanyheldcashof422,356 for the six months ended June 30, 2023, primarily due to operational costs [148]. - The company has not generated any operating revenues to date and does not expect to do so until after completing its initial business combination [143]. Cash and Liabilities - As of June 30, 2023, the company held cash of 304,513 and current liabilities of 1,141,554,indicatingadecreaseincashfrom1,141,554, indicating a decrease in cash from 726,869 as of December 31, 2022 [136]. - As of June 30, 2023, the company had 304,513incashheldoutsideoftheTrustAccountandaworkingcapitaldeficitof304,513 in cash held outside of the Trust Account and a working capital deficit of 776,843, which may not be sufficient for operations for at least the next 12 months [154]. - As of June 30, 2023, the company had cash of 304,513outsidetheTrustAccount,whichwillbeusedforidentifyingandevaluatingprospectivepartnerbusinesses[149].BusinessCombinationandFinancing−Thecompanysignedanon−bindingletterofintentforabusinesscombinationwithGlowforgeInc.onJuly26,2023,withplanstoannouncefurtherdetailsuponexecutingadefinitivemergeragreementexpectedinQ42023[142].−AnExtraordinaryGeneralMeetingonJuly27,2023,resultedinshareholderapprovaltoextendthedeadlineforcompletingtheinitialbusinesscombinationtoJuly30,2024,andallowedClassBordinarysharestoconverttoClassAordinaryshares[138].−ThecompanyintendstousesubstantiallyallremainingfundsintheTrustAccounttocompleteitsinitialbusinesscombination,withtheremainingproceedstobeusedasworkingcapitalforoperationsandgrowthstrategies[150].−ThecompanymayneedtoobtainadditionalfinancingtocompleteitsbusinesscombinationortoredeemasignificantnumberofPublicShares,whichcouldinvolveissuingadditionalsecuritiesorincurringdebt[153].−ThecompanyhasuntilJuly30,2024,tocompleteabusinesscombination,afterwhichtherewillbeamandatoryliquidationifnotcompleted[155].IPOandShareholderInformation−ThecompanycompleteditsIPOonJuly30,2021,raisinggrossproceedsof304,513 outside the Trust Account, which will be used for identifying and evaluating prospective partner businesses [149]. Business Combination and Financing - The company signed a non-binding letter of intent for a business combination with Glowforge Inc. on July 26, 2023, with plans to announce further details upon executing a definitive merger agreement expected in Q4 2023 [142]. - An Extraordinary General Meeting on July 27, 2023, resulted in shareholder approval to extend the deadline for completing the initial business combination to July 30, 2024, and allowed Class B ordinary shares to convert to Class A ordinary shares [138]. - The company intends to use substantially all remaining funds in the Trust Account to complete its initial business combination, with the remaining proceeds to be used as working capital for operations and growth strategies [150]. - The company may need to obtain additional financing to complete its business combination or to redeem a significant number of Public Shares, which could involve issuing additional securities or incurring debt [153]. - The company has until July 30, 2024, to complete a business combination, after which there will be a mandatory liquidation if not completed [155]. IPO and Shareholder Information - The company completed its IPO on July 30, 2021, raising gross proceeds of 250.0 million from the sale of 25,000,000 Units at 10.00perUnit,withadditionalproceedsofapproximately10.00 per Unit, with additional proceeds of approximately 32.5 million from the over-allotment option [129]. - Following the Extension Proposal, approximately 13,532,591 Class A ordinary shares were redeemed for cash at a price of approximately 10.41pershare,totalingaround10.41 per share, totaling around 140,838,808, leaving approximately 153,169,659intheTrustAccount[140].−All28,250,000ClassAordinarysharessoldintheIPOcontainaredemptionfeature,classifiedoutsideofpermanentequityduetoSECguidance[161].−Theunderwriterswerepaidacashunderwritingdiscountof153,169,659 in the Trust Account [140]. - All 28,250,000 Class A ordinary shares sold in the IPO contain a redemption feature, classified outside of permanent equity due to SEC guidance [161]. - The underwriters were paid a cash underwriting discount of 0.20 per unit, totaling $5,650,000, upon the closing of the IPO and partial exercise of the over-allotment option [158]. Valuation and Accounting - The initial fair value of the Public Warrants was estimated using a binomial/lattice model, while the fair value of Founder and Private Placement Warrants was set equal to that of Public Warrants due to lack of meaningful volatility [165]. - The company recognizes changes in redemption value immediately and adjusts the carrying value of redeemable ordinary shares accordingly [162]. Going Concern - Management has determined that there are substantial doubts about the company's ability to continue as a going concern through one year from the date of the financial statements filed [155].