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AlphaVest Acquisition Corp. SEC 10-K Report

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AlphaVest Acquisition Corp., a blank check company focused on mergers and acquisitions primarily in Asia, has released its Form 10-K report for the fiscal year ended December 31, 2024. The report provides a comprehensive overview of the company's financial performance, business operations, strategic initiatives, and the challenges it faces as it seeks to complete its initial business combination.

Financial Highlights

AlphaVest Acquisition Corp. reported the following key financial metrics for the fiscal years ended December 31, 2024, and December 31, 2023:

  • Net Income: $1.71 million for the year ended December 31, 2024, primarily driven by interest earned on marketable securities held in the Trust Account and bank interest income.
  • Net Income: $2.90 million for the year ended December 31, 2023, primarily driven by interest earned on marketable securities held in the Trust Account and bank interest income.

Business Highlights

AlphaVest Acquisition Corp. is a blank check company formed to effect a merger, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses. The company is focused on identifying target businesses primarily in Asia, leveraging the expertise of its management team. Key business highlights include:

  • Operational Status: As of December 31, 2024, AlphaVest has not commenced any operations and has not generated any operating revenues. The company's activities have been limited to its formation, the initial public offering, and the search for a business combination target.
  • Business Combination Agreement: On August 11, 2023, AlphaVest entered into a business combination agreement with Wanshun Technology Industrial Group Limited, a Cayman Islands exempted company. The merger will result in Wanshun becoming a wholly owned subsidiary of AlphaVest.
  • Extension of Business Combination Deadline: The company has extended the deadline to complete its business combination multiple times, with the current extension allowing until December 22, 2024, and potentially up to September 22, 2025, if further extensions are utilized.
  • Management Team: The management team consists of experienced professionals in financial services, accounting, legal, and senior operating executives. Their expertise is expected to be critical in identifying attractive acquisition opportunities.
  • Business Strategy: AlphaVest aims to capitalize on the growth potential in Asia, particularly focusing on private companies with compelling economics, clear paths to positive cash flow, and successful management teams seeking access to U.S. capital markets.
  • Acquisition Criteria: The company seeks targets with strong management teams, revenue and earnings growth potential, strong free cash flow generation, and those that would benefit from being publicly traded.
  • Future Outlook: AlphaVest plans to continue its search for a suitable business combination target, with a focus on leveraging its management team's expertise to identify and evaluate potential acquisition opportunities.

Strategic Initiatives

AlphaVest Acquisition Corp. has undertaken several strategic initiatives to position itself for future growth and success:

  • Purpose and Focus: AlphaVest was incorporated for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses, with a focus on Asia. The company has not yet selected a specific business combination target and intends to use proceeds from its IPO and private placements to complete its initial business combination.
  • Capital Management: The company completed its Initial Public Offering on December 22, 2022, raising $60 million, and an additional $9 million from the exercise of the over-allotment option. It also raised $3.9 million from the sale of Private Units. As of December 31, 2024, the company had $18 million in marketable securities held in a trust account. The company has not paid any dividends and does not intend to pay cash dividends in the near future. It has also engaged in redemptions of shares, reducing the number of outstanding shares significantly.
  • Future Outlook: AlphaVest faces substantial doubt about its ability to continue as a going concern due to its limited cash reserves and the need to complete a business combination within the specified period. The company may need additional financing to complete its business combination or to redeem a significant number of public shares. If unable to complete a business combination, the company will be forced to liquidate the trust account.

Challenges and Risks

AlphaVest Acquisition Corp. faces several significant risks related to its business operations and strategic objectives:

  • Going Concern: The company's independent registered public accounting firm has expressed substantial doubt about its ability to continue as a going concern due to a working capital deficiency and expected significant costs in pursuit of acquisition plans. This raises concerns about the company's financial stability and ability to sustain operations without successful capital raising efforts.
  • Shareholder Approval: The company may complete its initial business combination without shareholder approval, which could result in a business combination that is not supported by a majority of public shareholders. This could lead to dissatisfaction among shareholders and potential challenges in executing the business combination.
  • Redemption Rights: The ability of public shareholders to redeem their shares for cash may make the company's financial condition unattractive to potential business combination targets, complicating efforts to enter into a business combination. Additionally, the exercise of redemption rights by a large number of shareholders could limit the company's ability to complete the most desirable business combination or optimize its capital structure.
  • Competitive Environment: The increasing number of special purpose acquisition companies (SPACs) seeking targets has intensified competition for attractive targets, potentially increasing the cost of a business combination or resulting in the inability to find a suitable target. This competitive environment could delay or complicate the company's efforts to consummate a business combination.
  • Insurance Costs: Changes in the market for directors and officers liability insurance have made it more difficult and expensive to negotiate and complete a business combination. The increased cost and decreased availability of such insurance could impact the company's ability to attract and retain qualified officers and directors post-business combination.
  • Extension Rights: The company's sponsor has the right to extend the term to consummate the initial business combination up to 33 months without providing shareholders with a corresponding redemption right. This could lead to prolonged uncertainty for shareholders and potential dilution of their investment.
  • Market Risks: The company is exposed to market risks related to its ability to complete a business combination within the prescribed timeframe. The competitive environment and potential regulatory reviews, such as those by the Committee on Foreign Investment in the United States (CFIUS), could impact the company's ability to consummate a business combination, particularly with U.S. target companies. These factors contribute to the overall market risk profile of the company.

SEC Filing: AlphaVest Acquisition Corp. [ ATMV ] - 10-K - Apr. 14, 2025