What changed in this filing

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Item 1. Financial Statements

2023-11-03 compared with 2023-08-11 · 218 added, 162 removed, 394 unchanged (49% of the section changed)

1 unchanged sentence

ACQUISITION CORP

December 31, 2022

Current assets:

expenses – Non-current

securities held in trust account

REDEEMABLE COMMON STOCK, AND SHAREHOLDERS’ EQUITY

Payable and accrued offering costs and expenses

to related party

Prepaid expenses

Total current assets

Prepaid expenses – Non-current

Marketable securities held in trust account

LIABILITIES, REDEEMABLE COMMON STOCK, AND SHAREHOLDERS’ EQUITY

Current Liabilities:

and contingencies

Common stock subject

to possible redemption ( 6,900,000 shares at $ 10.44 and $ 10.20 per share as of June 30, 2023 and December 31, 2022)

Shareholders’

stock, $ 0.0001 par value;

Accounts Payable and accrued offering costs and expenses

Due to related party

Total Current Liabilities

Commitments and contingencies

Common stock subject to possible redemption ( 6,900,000 shares at $ 10.58 and $ 10.20 per share as of September 30, 2023 and December 31, 2022)

Shareholders’ Equity:

Preferred stock, $ 0.0001 par value;

2,000,000 shares authorized;

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shares issued and outstanding

paid-in capital

earnings (Accumulated deficit)

Shareholders’ Equity

Liabilities, Redeemable Common Stock, and Shareholders’ Equity

Additional paid-in capital

Retained earnings (Accumulated deficit)

Total Shareholders’ Equity

T otal Liabilities, Redeemable Common Stock, and Shareholders’ Equity

accompanying notes are an integral part of these financial statements.

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OF OPERATIONS

Three Months Ended

Formation and operating costs

Loss from operations

Other Income:

Interest income on investments held in trust account

Bank interest income

Total other income

Net income (loss)

Weighted average common stock outstanding, common stock

subject to possible redemption

Basic and diluted net income per share, common stock

subject to redemption

Basic net income per share, common stock

subject to redemption

Weighted average common stock outstanding, common stock,

non-redeemable (1)

Weighted average common stock outstanding, common stock,

non-redeemable

Basic and diluted net loss per share, common stock,

non-redeemable

Basic net loss per share, common stock,

non-redeemable

Excluded an aggregate of 225,000

shares subject to forfeiture at June 30, 2022 (see Note 5).

September 30,

January 14, 2022

and operating costs

from operations

income on investments held in trust account

interest income

income (loss)

average common stock outstanding, common stock subject to possible redemption

and diluted net income per share, common stock subject to redemption

average common stock outstanding, common stock, non-redeemable (1)

and diluted net loss per share, common stock, non-redeemable

(1) Excluded an aggregate

of 225,000 shares subject to forfeiture at September 30, 2022 (see Note 5).

accompanying notes are an integral part of these financial statements.

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OF CHANGES IN SHAREHOLDERS’ EQUITY

THE THREE AND SIX MONTHS ENDED JUNE 30, 2023

shareholders’

as of January 1, 2023

for common stock subject to redemption amount

as of March 31, 2023

for common stock subject to redemption amount

as of June 30, 2023

THE PERIOD FROM JANUARY 14, 2022 (INCEPTION) THROUGH JUNE 30, 2022

shareholders’

as of January 14, 2022 (inception)

stock issued to Sponsor (1)

income (loss )

as of March 31, 2022

as of June 30 ,2022

Included an aggregate of 225,000 shares subject to forfeiture

at June 30, 2022 (see Note 5).

THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2023

Additional paid-in

(Accumulated deficit)

shareholders’ equity

Balance as of January 1, 2023

Accretion for common stock subject to redemption amount

Balance as of March 31, 2023

Accretion for common stock subject to redemption amount

Balance as of June 30, 2023

Accretion for common stock subject to redemption amount

Balance as of September 30, 2023

THE PERIOD FROM JANUARY 14, 2022 (INCEPTION) THROUGH SEPTEMBER 30, 2022

shareholders’ equity

Balance as of January 14, 2022 (inception)

Common stock issued to Sponsor (1)

Net income (loss)

Balance as of March 31, 2022

Balance as of June 30, 2022

Balance as of September 30, 2022

(1) Included an aggregate

of 225,000 shares subject to forfeiture at September 30, 2022 (see Note 5).

accompanying notes are an integral part of these financial statements.

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OF CASH FLOWS

June 30, 2023

the Period from

June 30, 2022

flows from operating activities:

income (loss)

to reconcile net loss to net cash provided by operating activities:

offering costs

payable and accrued offering costs and expenses

to related party

investment income

September 30, 2023

For the Period from January 14, 2022 (inception) through September 30, 2022

Cash flows from operating activities:

Net income (loss)

Adjustments to reconcile net loss to net cash provided by operating activities:

Prepaid expense

Deferred offering costs

Accounts payable and accrued offering costs and expenses

Due to related party

Trust investment income

( 2,592,461 )

cash used in operating activities

change in cash

Cash at beginning

at end of period

disclosure of noncash investing and financing activities

for common stock subject to redemption amount

offering costs paid by Sponsor in exchange for issuance of common stock

Net cash used in operating activities

Net change in cash

Cash at beginning of period

Cash at end of period

Supplemental disclosure of noncash investing and financing activities

Accretion for common stock subject to redemption amount

Deferred offering costs paid by Sponsor in exchange for issuance of common stock

accompanying notes are an integral part of these financial statements.

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stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth

of June 30, 2023, the Company had not commenced any operations.

of September 30, 2023, the Company had not commenced any operations.

All activity for the period from January 14, 2022 (inception) through

June 30, 2023 relates to the Company’s formation and the initial public offering (“Initial Public Offering”), which

is described below, and subsequent to the Initial Public Offering, identifying a target company for a Business Combination.

will not generate any operating revenues until after the completion an initial Business Combination, at the earliest.

The Company will

generate non-operating income in the form of interest income from the proceeds derived from the Initial Public Offering.

September 30, 2023 relates to the Company’s formation and the initial public offering (“Initial Public Offering”),

which is described below, and subsequent to the Initial Public Offering, identifying a target company for a Business Combination.

Company will not generate any operating revenues until after the completion an initial Business Combination, at the earliest.

will generate non-operating income in the form of interest income from the proceeds derived from the Initial Public Offering.

registration statement for the Company’s Initial Public Offering (the “Registration Statement”) was declared effective

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or (ii) the distribution of the Trust Account, as described below.

December 29, 2022, our Underwriter fully exercised their over-allotment option, resulting in an additional 900,000 Units issued for an

aggregate amount of $ 9,000,000 .

In connection with the underwriter’s full exercise of their over-allotment option, the Company

also consummated the sale of an additional 40,500 Private Units at $ 10.00 per Private Unit, generating total proceeds of $ 405,000 .

of June 30, 2023, transaction costs related to the issuances described above amounted to $ 3,734,629 consisting of $ 1,725,000 of underwriting

fees, $ 629,929 of other offering costs, and $ 1,425,000 to trust account.

These costs were charged to additional paid-in capital or accumulated

deficit to the extent additional paid-in capital is fully depleted upon completion of the Initial Public Offering.

December 29, 2022, EarlyBirdCapital, Inc.

(“EBC”) fully exercised their over-allotment option, resulting in an additional

900,000 Units issued for an aggregate amount of $ 9,000,000 .

In connection with EBC’s full exercise of their over-allotment option,

the Company also consummated the sale of an additional 40,500 Private Units at $ 10.00 per Private Unit, generating total proceeds of

of September 30, 2023, transaction costs related to the issuances described above amounted to $ 3,734,629 consisting of $ 1,725,000 of

underwriting fees, $ 629,929 of other offering costs, and $ 1,425,000 to trust account.

These costs were charged to additional paid-in

capital or accumulated deficit to the extent additional paid-in capital is fully depleted upon completion of the Initial Public Offering.

Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering

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be able to successfully effect a Business Combination.

Upon the closing of the Proposed Public Offering, management has agreed that $ 10.20

Upon the closing of the Initial Public Offering, management has agreed that $ 10.20

per Unit sold in the Proposed Public Offering, including proceeds of the sale of the Private Placement Units, will be held in a trust

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or claim of any kind in or to monies held in the Trust Account.

and Management’s Plan

Business Combination

August 11, 2023, AlphaVest Acquisition Corp, a Cayman Island exempted company (prior to the Merger Effective Date), “the Company”

and, at and after the Merger Effective Date, “PubCo”) entered into a business combination agreement (the “Business

Combination Agreement”) with AV Merger Sub, a Cayman Islands exempted company and a direct wholly owned subsidiary of the Company

(“Merger Sub”), and Wanshun Technology Industrial Group Limited, a Cayman Islands exempted company (“Wanshun”).

to the terms of the Business Combination Agreement, a business combination between the Company and Wanshun will be effected through the

merger of Merger Sub with and into Wanshun, with Wanshun surviving the merger as a wholly owned subsidiary of the Company (the “Merger,”

and together with the transactions contemplated by the Business Combination Agreement and the other agreements contemplated thereby,

the “Transactions”).

the Merger Effective Date (as defined in the Business Combination Agreement), by virtue of the Merger and without any action on the part

of Wanshun or any shareholders of Wanshun (“Wanshun Shareholders”), (i) every issued and outstanding ordinary share of Wanshun

(each, a “Company Ordinary Share”), other than Dissenting Company Shares (as defined in the Business Combination Agreement)

and treasury shares owned by Wanshun, shall be exchanged into such number of ordinary shares of PubCo (“PubCo Ordinary Shares”)

equal to $ 300,000,000 (less any amounts properly owned to holders of dissenting Company Ordinary Shares) divided by $ 10.00 and divided

by the number of Company Ordinary Shares issued and outstanding as of immediately prior to the Merger Effective Date;

(ii) if there are

any issued shares of Wanshun owned by Wanshun as treasury shares, such shares shall be canceled and extinguished without any conversion

thereof or payment therefor;

(iii) all ordinary shares of Merger Sub issued and outstanding immediately prior to the Merger Effective

Date shall be converted into an equal number of Company Ordinary Shares, as the surviving company after the Merger.

the Closing (as defined in the Business Combination Agreement), 400,000,000 additional PubCo Ordinary Shares (the “Escrowed Earnout

Shares”) will be issued to the Wanshun Shareholders and placed in an escrow account with Continental Stock Transfer & Trust

Company (“Continental”), for the benefit of such Wanshun Shareholders, pursuant to an escrow agreement among PubCo, Continental

Zhou Zhengqing, as the representative of the Wanshun Shareholders.

Each Wanshun Shareholder (other than dissenting Wanshun shareholders)

shall be shown as the registered owner of its pro rata portion (the “Pro Rata Portion”) of the Escrowed Earnout Shares on

the books and records of PubCo and shall be entitled to exercise voting rights and all share rights with respect to such Escrowed Earnout

The Wanshun Shareholders shall each be entitled to receive their Pro Rata Portion of the Escrowed Earnout Shares as follows:

(a) in the event Wanshun’s revenue (reported on the top line of Wanshun’s profit and loss statement) (i) for the period from

January 1, 2023 to September 30, 2023 reflected in Wanshun’s audited consolidated financial statements for the fiscal year ending

September 30, 2023 and (ii) for the period from October 1, 2023 to December 31, 2023 reflected in Wanshun’s reviewed consolidated

financial statements is, in the aggregate, equal to or greater than RMB 4,500,000,000 (the “Revenue Target”), the Escrowed

Earnout Shares will be released from the Earnout Escrow Account to the Wanshun Shareholders on the later of January 31, 2024 and the

Closing Date (as defined in the Business Combination Agreement) (the “Earnout Release Date”), and (b) if during the period

from the date of the Business Combination Agreement until the earlier termination of the Business Combination Agreement or the Closing

Date (the “Interim Period”), Wanshun obtains transaction financing in the aggregate amount of at least $ 215,000,000 , in the

form of firm written commitments from investors recognized and accepted by the Company or in the form of no less than $ 107,500,000 good

faith deposit made by investors for a private placement of equity, debt or other alternative financing to the Company, each Wanshun Shareholder

(other than holders of Dissenting Company Shares) shall be entitled to receive its Pro Rata Portion of the Earnout Shares on the Closing

Date, regardless of whether the Revenue Target is achieved.

additional information regarding the Transactions, the Business Combination Agreement and Wanshun, see the Current Reports on Form 8-K

filed by the Company with the SEC on August 14, 2023 and August 17, 2023.

Concern Consideration and Management Liquidity Plans

of September 30, 2023, the Company had cash of $ 57,843 and working capital of $ 29,296 .

Subsequent to the consummation of the IPO, the

Company expects to continue to incur significant professional costs to remain as a publicly traded company and to incur significant transaction

costs in pursuit of the consummation of a Business Combination.

The Company expects that it will need additional capital to satisfy its

needs for paying these costs.

Although certain of the Company’s initial shareholders or their affiliates may loan the Company funds,

there’s no guarantee that the Company will receive such funds.

On August 11, 2023, the Company entered into a Business Combination

Agreement with Wanshun Technology Industrial Group Limited, but the Company cannot provide any assurance that its plan to consummate

an initial Business Combination within the relevant period will be successful.

connection with the Company’s assessment of going concern considerations in accordance with Accounting Standards Update (“ASU”)

2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” management

believes that the funds which the Company has available following the completion of the Initial Public Offering will enable it to sustain

operations for a period of at least one-year from the issuance date of this financial statement.

However, management has determined that

the combination period is less than one year from the date of the issuance of the financial statements.

There is no assurance that the

Company’s plans to consummate a business combination will be successful within the combination period.

As a result, there is substantial

doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are

issued or are available to be issued.

The financial statements does not include any adjustments that might result from the outcome of

the uncertainty.

believes that the Company will not have sufficient working capital to meet its needs through the earlier of the consummation of the initial

Business Combination or one year from the issuance date of this financial statements.

There is no assurance that the Company’s

plan to consummate a business combination will be successful.

If a Business Combination is not consummated by the relevant period, there

will be a mandatory liquidation and subsequent dissolution.

As a result, there is substantial doubt about the entity’s ability

to continue as a going concern within one year after the date that the financial statements are issued or are available to be issued.

The financial statement does not include any adjustments that might result from the outcome of the uncertainty.

and Uncertainties

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Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents.

At June 30, 2023 and December 31, 2022, the Company had a cash balance of $ 220,799 and $ 659,035 , respectively.

At September 30, 2023 and December 31, 2022, the Company had a cash balance of $ 57,843 and $ 659,035 , respectively.

securities Held in Trust Account

June 30, 2023 and December 31, 2022, substantially all of the assets held in the Trust Account were held in money market funds which

September 30, 2023 and December 31, 2022, substantially all of the assets held in the Trust Account were held in money market funds which

are invested only in U.S.

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be used to redeem all or a portion of the ordinary shares upon the completion of business combination.

June 30, 2023, the Company had $ 72,055,901 in investments held in the Trust Account, including interest income of $ 834,681 for the three

months ended June 30, 2023 which will fully be reinvested in U.S.

of September 30, 2023 and December 31, 2022, the Company had $ 73,010,689 and $ 70,418,228 in investments held in the Trust Account, respectively,

including interest income of $ 954,788 and none for the three months ended September 30, 2023 and 2022, which were fully reinvested in

Treasury securities.

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to the occurrence of uncertain future events.

Accordingly, at June 30, 2023 and December 31, 2022, the common stock subject to possible

Accordingly, at September 30, 2023 and December 31, 2022, the common stock subject to possible

redemption in the amount of $ 73,010,689 and $ 70,380,000 , respectively, are presented as temporary equity, outside of the shareholders’

equity section of the Company’s balance sheet.

June 30, 2023 and December 31, 2022, the common stock reflected in the balance sheets are reconciled in the following table:

September 30, 2023 and December 31, 2022, the common stock reflected in the balance sheets are reconciled in the following table:

SCHEDULE OF INITIAL PUBLIC OFFERING PROCEEDS TO COMMON STOCK SUBJECT TO POSSIBLE REDEMPTION

Public Offering, including over-allotment

to the operating account

offering expenses

held back for Sponsor portion of risk capital in event of full exercise of the over-allotment

December 31, 2022

for common stock subject to redemption amount

March 31, 2023

for common stock subject to redemption amount

June 30, 2023

Initial Public Offering, including over-allotment

Private Placement

Cash to the operating account

Underwriting expenses

Other offering expenses

Amount held back for Sponsor portion of risk capital in event of full exercise of the over-allotment

Balance, December 31, 2022

Accretion for common stock subject to redemption amount

Balance, March 31, 2023

Accretion for common stock subject to redemption amount

Balance, June 30, 2023

Accretion for common stock subject to redemption amount

Balance, September 30, 2023

Company follows the asset and liability method of accounting for income taxes under ASC 740, “ Income Taxes .” Deferred

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as income tax expense.

There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of June 30, 2023

There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of September 30,

2023 and December 31, 2022.

The Company is currently not aware of any issues under review that could result in significant payments, accruals

or material deviation from its position.

The Company is currently not aware of any issues under review that could result in significant payments,

accruals or material deviation from its position.

is currently no taxation imposed on income by the Government of the Cayman Islands.

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to receive or trade the fractional shares underlying the rights.

On December 29, 2022, our Underwriter fully exercised their over-allotment

option, resulting in an additional 900,000 Units issued for an aggregate amount of $ 9,000,000 .

On December 29, 2022, EBC fully exercised their over-allotment option,

resulting in an additional 900,000 Units issued for an aggregate amount of $ 9,000,000 .

PRIVATE PLACEMENT

Simultaneously with the closing of the Initial Public Offering, the Company consummated the private sale of 390,000 Private Placement

Each Unit consists of one share of common stock and one right to receive one-tenth (1/10) of one share of Common Stock upon the

consummation of the Company’s initial business combination (“Private Right”).

The proceeds from the sale of the Private

Placement Units were added to the net proceeds from the Initial Public Offering held in the Trust Account.

If the Company does not complete

a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement Units held in the Trust Account

will be used to fund the redemption of the Public Shares (subject to the requirements of applicable law).

The Private Placement Units

(including the underlying securities) will not be transferable, assignable, or salable until the completion of a Business Combination,

subject to certain exceptions.

connection with the underwriter’s full exercise of their over-allotment option, the Company also consummated the sale of an additional

Simultaneously

with the closing of the Initial Public Offering, the Company consummated the private sale of 390,000 Private Placement Units.

consists of one share of common stock and one right to receive one-tenth (1/10) of one share of Common Stock upon the consummation of

the Company’s initial business combination (“Private Right”).

The proceeds from the sale of the Private Placement Units

were added to the net proceeds from the Initial Public Offering held in the Trust Account.

If the Company does not complete a Business

Combination within the Combination Period, the proceeds from the sale of the Private Placement Units held in the Trust Account will be

used to fund the redemption of the Public Shares (subject to the requirements of applicable law).

The Private Placement Units (including

the underlying securities) will not be transferable, assignable, or salable until the completion of a Business Combination, subject to

certain exceptions.

connection with EBC’s full exercise of their over-allotment option, the Company also consummated the sale of an additional 40,500

Private Units at $ 10.00 per Private Unit, generating total proceeds of $ 405,000 .

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costs borne by the founder.

Up to 225,000 of such founder shares are subject to forfeiture to the extent that the underwriters’

over-allotment is not exercised in full.

As a result of the underwriters’ election to fully exercise their over-allotment option

on December 29, 2022, no founder shares are currently subject to forfeiture.

Up to 225,000 of such founder shares are subject to forfeiture to the extent that EBC’s over-allotment

is not exercised in full.

As a result of EBC’s election to fully exercise their over-allotment option on December 29, 2022, no

founder shares are currently subject to forfeiture.

April 18, 2023, AlphaVest Holding LP, one of our sponsors, transferred an aggregate of 1,035,000 founder shares to Peace Capital Limited,

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liquidation, the Company will cease paying these monthly fees.

For the three months ended June 30, 2023, the Company incurred $ 30,000

in fees for these services.

For the period from January 14, 2022 (inception) through June 30, 2022, the Company did not incur any fees

for these services.

For the three months ended September 30, 2023, the Company incurred $ 30,000

in fees for these services with outstanding amount of $ 3,871 .

For the period from January 14, 2022 (inception) through September 30,

2022, the Company did no t incur any fees for these services.

Note — Related Party

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Company could borrow up to an aggregate of $ 150,000 to cover expenses related to the Initial Public Offering.

As of June 30, 2023, there

were no borrowings outstanding under the Promissory Note and the Promissory Note then expired.

The Promissory Note expired

on the consummation of the Initial Public Offering.

As of September 30, 2023, there were no borrowings outstanding under the Promissory Note.

February 22, 2023 the Company has agreed to pay TenX Global Capital LP a total of $ 784 for annual website service.

For the three months

ended June 30, 2023, the Company incurred $ 943 in fees for these services.

For the period from January 14, 2022 (inception) through June

30, 2022, the Company did not incur any fees for these services.

ended September 30, 2023, the Company incurred $ 198 in fees for these services.

For the period from January 14, 2022 (inception) through

September 30, 2022, the Company did no t incur any fees for these services.

COMMITMENTS & CONTINGENCIES

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The Company will bear the expenses incurred in connection with the filing of any such registration statements.

Company and EBC signed an engagement letter which was amended on September 15, 2022, pursuant to which, the Company will grant the underwriters

a 45-day option from the date of Proposed Public Offering to purchase up to 900,000 additional Units to cover over-allotments, if any,

at the Proposed Public Offering price less the underwriting discounts and commissions.

As of June 30, 2023, the underwriter has fully

exercised the over-allotment.

underwriters are entitled to a cash underwriting discount of $ 0.25 per Unit, or $ 1,725,000 in the aggregate, payable upon the closing

of the Proposed Public Offering.

Company and EBC signed an engagement letter which was amended on September 15, 2022, pursuant to which, the Company will grant EBC 45-day

option from the date of Proposed Public Offering to purchase up to 900,000 additional Units to cover over-allotments, if any, at the

Proposed Public Offering price less the underwriting discounts and commissions.

On December 29, 2022, EBC fully exercised the over-allotment.

EBC was paid a cash underwriting discount of $ 1,725,000 in the aggregate.

Combination Marketing Agreement

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such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors.

As of June 30, 2023, there were no shares of preferred shares issued or outstanding.

As of September 30, 2023, there were no shares of preferred shares issued or outstanding.

Stock — The Company is authorized to issue 200,000,000 common stock with a par value of $ 0.0001 per share Holders of common

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and 25,000 private units purchased by EBC) at a price of $ 10.00 per unit for a total purchase price of $ 3,900,000 in a private placement.

December 29, 2022, as a result of the underwriters’ election to fully exercise their over-allotment option, the Sponsor and EBC

received additional 40,500 private units on a pro rata basis ( 37,904 private units purchased by the Sponsor and 2,596 private units purchased

December 29, 2022, as a result of the EBC’s election to fully exercise their over-allotment option, the Sponsor and EBC received

additional 40,500 private units on a pro rata basis ( 37,904 private units purchased by the Sponsor and 2,596 private units purchased

by EBC) at a price of $ 10.00 per unit.

of June 30, 2023, there were 2,280,500 shares of common stock issued and outstanding, excluding 6,900,000 of common stock subject to

possible redemption which are presented as temporary equity.

of September 30, 2023, there were 2,280,500 shares of common stock issued and outstanding, excluding 6,900,000 of common stock subject

to possible redemption which are presented as temporary equity.

— Except in cases where the Company is not the surviving company in a business combination, each holder of a right will

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Trading Securities are recorded at fair market value on the accompanying balance sheet.

June 30, 2023, assets held in the Trust Account were comprised of $ 72,055,901 in a mutual fund that is invested primarily in U.S.

Through June 30, 2023, the Company did not withdraw any of the interest earned on the Trust Account.

following table presents information about the Company’s assets that are measured at fair value on a recurring basis at June 30,

2023 and December 31, 2022 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair

OF ASSETS MEASURED AT FAIR VALUE ON A RECURRING BASIS

securities held in the Trust Account

September 30, 2023, assets held in the Trust Account were comprised of $ 73,010,689 in a mutual fund that is invested primarily in U.S.

Treasury Securities.

Through September 30, 2023, the Company did not withdraw any of the interest earned on the Trust Account.

following table presents information about the Company’s assets that are measured at fair value on a recurring basis at September

30, 2023 and December 31, 2022 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such

SCHEDULE OF ASSETS MEASURED AT FAIR VALUE ON A RECURRING BASIS

Trading Securities

September 30, 2023

Marketable securities held in the Trust Account

December 31, 2022

Marketable securities held in the Trust Account

SUBSEQUENT EVENTS

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements