What changed in this filing

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Item 2. Management’s Discussion and Analysis

2024-11-19 compared with 2024-08-19 · 49 added, 41 removed, 159 unchanged (36% of the section changed)

22 unchanged sentences

have neither engaged in any operations nor generated any revenues to date.

Our only activities since inception through June 30, 2024

were organizational activities, those necessary to prepare for the IPO described below and identifying

a target company for our initial Business Combination.

We do not expect to generate any operating revenues until after the completion

of our initial Business Combination.

We expect to generate non-operating income in the form of interest income on marketable securities

held after the IPO.

We expect that we will incur increased expenses as a result of being a public company (for legal, financial reporting,

accounting and auditing compliance), as well as for due diligence expenses in connection with searching for, and completing, a Business

three months ended June 30, 2024, we had a net income of $382,746, which consists of interest earned on marketable securities held in

Trust Account and bank interest income of $530,143, offset by formation and operating costs of $147,397.

six months ended June 30, 2024, we had a net income of $731,987, which consists of interest earned on marketable securities held in Trust

Account and bank interest income of $1,208,626, offset by formation and operating costs of $384,323 and unrealized loss on the investment

three months ended June 30, 2023, we had a net income of $704,555, which consists of interest earned on marketable securities held in

Trust Account and bank interest income of $834,742, offset by formation and operating costs of $130,187.

six months ended June 30, 2023, we had a net income of $1,349,454, which consists of interest earned on marketable securities held in

Trust Account and bank interest income of $1,637,827, offset by formation and operating costs of $288,373.

Our only activities since inception through September 30,

2024 were organizational activities, those necessary to prepare for the IPO described below and

identifying a target company for our initial Business Combination.

We do not expect to generate any operating revenues until after the

completion of our initial Business Combination.

We expect to generate non-operating income in the form of interest income on marketable

securities held after the IPO.

We expect that we will incur increased expenses as a result of being a public company (for legal, financial

reporting, accounting and auditing compliance), as well as for due diligence expenses in connection with searching for, and completing,

a Business Combination.

three months ended September 30, 2024, we had a net income of $502,021, which consists of interest earned on marketable securities held

in Trust Account and bank interest income of $684,601, offset by formation and operating costs of $182,580.

nine months ended September 30, 2024, we had a net income of $1,234,008, which consists of interest earned on marketable securities held

in Trust Account and bank interest income of $1,893,227, offset by formation and operating costs of $566,903 and unrealized loss on the

investment of $92,316.

three months ended September 30, 2023, we had a net income of $755,988, which consists of interest earned on marketable securities held

in Trust Account and bank interest income of $954,809, offset by formation and operating costs of $198,821.

nine months ended September 30, 2023, we had a net income of $2,105,442, which consists of interest earned on marketable securities held

in Trust Account and bank interest income of $2,592,636, offset by formation and operating costs of $487,194.

Capital Resources, and Going Concern

19 unchanged sentences

of the target business or businesses, make other acquisitions and pursue our growth strategies.

of June 30, 2024, we had marketable securities held in the trust account of $51,996,909 (including $4,734,845 of interest income

as of June 30, 2024) consisting of U.S.

Treasury Bills with a maturity of 185 days or less.

Interest income on the balance in the trust

account may be used by us to pay taxes.

Through June 30, 2024, we have not withdrawn any interest earned from the trust account.

of June 30, 2024, we had cash of $13,793 and a working capital deficit of $874,140.

On May 2, 2024, we issued a

promissory note to a potential target in the aggregate principal amount of $126,000, to be used, in part, for operating costs.

of September 30, 2024, we had marketable securities held in the trust account of $53,011,509 (including $5,419,445 of interest income

as of September 30, 2024) consisting of U.S.

Treasury Bills with a maturity of 185 days or less or in money market funds meeting certain

conditions under Rule 2a-7 under the Investment Company Act which invest only in direct U.S.

government treasury obligations.

income on the balance in the trust account may be used by us to pay taxes.

Through September 30, 2024, we have not withdrawn any interest

earned from the trust account.

of September 30, 2024, we had cash of $7,095 and a working capital deficit of $1,276,719.

On May 2, 2024, we issued a promissory note

to AMC Corporation in the aggregate principal amount of $126,000, to be used, in part, for operating costs.

order to fund working capital deficiencies or finance transaction costs in connection with an intended initial business combination,

29 unchanged sentences

statements are issued or are available to be issued.

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 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.

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 do not include any adjustments that might result from

the outcome of the uncertainty.

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 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.

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 do not include any adjustments that might result from the outcome of the uncertainty.

Sheet Financing Arrangements

19 unchanged sentences

12, 2024 or (ii) promptly after the date of the consummation of the business combination.

As of June 30, 2024 and December 31, 2023,

$0 was outstanding.

The Promissory

Note expired on September 12, 2024.

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

15 unchanged sentences

12, 2024 or (ii) promptly after the date of the consummation of the business combination.

As of June 30, 2024, $220,000 were outstanding.

25 , 2024 , we amended and restated the Extension Note with AlphaVest Holding LP to extend the maturity date to promptly after the date

of the consummation of the business combination.

As of September 30, 2024, $220,000 were outstanding.

March 12, 2024, the Company issued a promissory note to TenX Global Capital LP (the “Promissory Note 1”), pursuant to which

4 unchanged sentences

in its initial public offering prospectus dated December 19, 2022 (the “Prospectus”)).

As of June 30, 2024, $91,532 were

of June 30, 2024 and December 31, 2023, the amounts due to related parties were $321,369 and $174,837, respectively, which is expected

October 21, 2024, the Company amended and restated the Promissory Note with AlphaVest Holding LP to extend the maturity date to the earlier

(i) December 12, 2024 or (ii) promptly after the date of the consummation of the business combination.

As of September 30,

2024, $203,167 were outstanding.

of September 30, 2024 and December 31, 2023, the amounts due to related parties were $433,004 and $174,837, respectively, which is expected

to be settled upon the consummation of the business combination.

39 unchanged sentences

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 2. Management’s Discussion and Analysis