AlphaVest Acquisition Corp. — Q1 2023 Form 10-Q
Reporting period: Three months ended March 31, 2023; unaudited. The filing identifies the registrant as AlphaVest Acquisition Corp., a Cayman Islands SPAC—not AMC Robotics Corp. The prior-period income and cash-flow comparison is from inception on January 14, 2022 through March 31, 2022, not a comparable three-month quarter.
Business context
The company was formed to pursue a business combination and had not begun operating activities or generated operating revenue. Its funds are principally held in trust for a potential transaction or shareholder redemptions. The company reported 9,180,500 common shares outstanding as of May 22, 2023, including shares classified as redeemable.
Financial highlights
| Metric | Q1 2023 / March 31, 2023 | Prior balance / comparison |
|---|---|---|
| Operating revenue | None | None reported |
| Formation and operating costs | $158,187 | $3,749 from inception through March 31, 2022 |
| Trust investment and bank interest income | $803,084 | No interest income reported in the inception-period comparison |
| Net income (loss) | $644,898 | $(3,749) from inception through March 31, 2022 |
| Cash | $310,950 | $659,035 at December 31, 2022 |
| Trust investments | $71,221,220 | $70,418,228 at December 31, 2022 |
| Total assets | $71,618,853 | $71,192,414 at December 31, 2022 |
| Current liabilities | $39,412 | $257,871 at December 31, 2022 |
| Operating cash flow | $(348,085) | $0 from inception through March 31, 2022 |
| Debt | No debt reported; sponsor promissory note expired with no balance | — |
Trust assets are principally money-market investments in U.S. government securities. The $802,992 of trust interest for the quarter remained in the trust; the company reported no withdrawals of trust interest through March 31. The filing reports basic and diluted per-share amounts of $0.46 for redeemable shares and $(0.05) for non-redeemable shares, reflecting its two-class allocation and redemption accretion accounting.
Material changes and notable items
- Cash declined by $348,085 during the quarter, primarily reflecting operating cash use; trust investments increased by $802,992 of reported interest income.
- Accretion of redeemable shares increased their carrying value by $841,220, to $71,221,220. Redeemable shares are presented as temporary equity, outside permanent shareholders’ equity.
- Shareholders’ equity was $358,221 at quarter-end, versus $554,543 at December 31, 2022.
- On April 18, 2023, the sponsor transferred 1,035,000 founder shares to another sponsor. The filing states that no other subsequent event required adjustment or disclosure.
Outlook, risks and contingencies
- No transaction guidance: The filing gives no specific business-combination target or forecast. Management expects continued public-company and target-search expenses and says additional financing may be needed for a larger transaction or higher-than-expected costs.
- Going concern: Management says available funds should support operations for at least one year from issuance, but the combination period is shorter; accordingly, the filing states there is substantial doubt about the company’s ability to continue as a going concern if it does not complete a business combination in time. The financial statements include no adjustments for this uncertainty.
- Deadline and redemptions: The company generally has 12 months from its December 22, 2022 IPO closing to complete a business combination, extendable to 18 months. If it fails, it must cease operations and redeem public shares, subject to the filing’s terms and applicable law. Public shareholders may redeem in connection with a transaction.
- Transaction costs: EBC is entitled to a $2,415,000 business-combination marketing fee upon closing, plus a potential fee equal to 1.0% of transaction consideration if it introduces the target. The company also pays TenX Global Capital LP $10,000 monthly for administrative services until a transaction or liquidation.
- Controls: Management concluded disclosure controls were not effective because of a material weakness related to the accretion adjustment. It performed additional analysis and plans to enhance accounting evaluation and review processes.
- The company reported no legal proceedings, off-balance-sheet arrangements, or material changes to previously disclosed risk factors. It noted that COVID-19 could adversely affect its position or target search, although the impact was not determinable.
Important facts for investors to verify
- Whether the company identified and can complete a qualifying business combination within its deadline, and the effects of any extension or shareholder redemptions.
- Availability of funds outside the trust for operating and transaction expenses, and whether sponsor or other financing will be needed.
- Progress in remediating the material weakness in accounting controls, particularly the redeemable-share accretion calculation.
- The potential impact of EBC fees and other transaction costs on funds available to the post-combination company.
- Reconcile the filing identity with the request metadata: this 10-Q is for AlphaVest Acquisition Corp., not AMC Robotics Corp.