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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Aimfinity Investment Corporation I | NASDAQ:AIMBU | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 11.27 | 11.05 | 18.03 | 0 | 21:06:20 |
☒ | QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Cayman Islands |
98-1641561 | |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification Number) |
Title of each class |
Trading Symbol |
Name of each exchange on which registered | ||
Units, consisting of one Class A ordinary share, $0.0001 par value, one Class 1 redeemable warrant and one-half of one Class 2 redeemable warrant |
AIMAU |
The Nasdaq Stock Market LLC | ||
Class A ordinary shares, $0.0001 par value |
AIMA |
The Nasdaq Stock Market LLC | ||
Class 1 redeemable warrants, each exercisable for one Class A ordinary share at an exercise price of $11.50 |
AIMAW |
The Nasdaq Stock Market LLC | ||
Class 2 redeemable warrants, each exercisable for one Class A ordinary share at an exercise price of $11.50 |
AIMAW |
The Nasdaq Stock Market LLC | ||
New Units, consisting of one Class A ordinary share, $0.0001 par value, and one-half of one Class 2 redeemable warrant |
AIMBU |
The Nasdaq Stock Market LLC |
Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
Non-accelerated filer |
☒ | Smaller reporting company | ☒ | |||
Emerging growth company | ☒ |
ITEM 1. |
FINANCIAL STATEMENTS |
June 30, 2022 |
December 31, 2021 |
|||||||
Assets |
||||||||
Current assets: |
||||||||
Cash |
$ | 805,689 | $ | — | ||||
Deferred Offering Costs |
— | 245,025 | ||||||
Prepaid Expenses |
248,338 | — | ||||||
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|
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Total current assets |
1,054,027 | 245,025 | ||||||
Cash held in Trust Account |
82,110,000 | — | ||||||
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|
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Total Assets |
$ | 83,164,027 | $ | 245,025 | ||||
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Liabilities, Temporary Equity, and Shareholders’ Deficit |
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Current liabilities: |
||||||||
Accounts payable and accrued expenses |
$ | 140,855 | $ | — | ||||
Payable – related party |
6,875 | — | ||||||
Promissory note – related party |
— | 222,729 | ||||||
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|
|
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Total Current Liabilities |
147,730 | 222,729 | ||||||
Deferred underwriters’ discount |
2,817,500 | — | ||||||
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|
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Total Liabilities |
2,965,230 | 222,729 | ||||||
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|
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Commitments and Contingencies |
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Ordinary shares subject to possible redemption, 8,050,000 shares at conversion value of $10.20 per share |
82,110,000 | — | ||||||
Shareholders’ (Deficit) Equity |
||||||||
Preference shares, $0.0001 par value, 1,000,000 shares authorized, non issued and outstanding |
— | — | ||||||
Class A ordinary shares, $0.0001 par value, 200,000,000 shares authorized 492,000 and 0 issued and outstanding (excluding 8,050,000 shares subject to possible redemption |
49 | — | ||||||
Class B ordinary shares, $0.0001 par value, 20,000,000 shares authorized, 2,012,500 shares issued and outstanding |
201 | 201 | ||||||
Additional paid-in capital |
— | 24,799 | ||||||
Accumulated deficit |
(1,911,453 | ) | (2,704 | ) | ||||
|
|
|
|
|||||
Total Shareholder’s (Deficit) Equity |
(1,911,203 | ) | 22,296 | |||||
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|
|
|||||
Total Liabilities and Shareholders’ (Deficit) Equity |
$ | 83,164,027 | $ | 245,025 | ||||
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|
|
For the |
For the |
|||||||
Three Months Ended |
Six Months Ended |
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June 30, 2022 |
June 30, 2022 |
|||||||
Formation and operating costs |
$ | 125,429 | $ | (125,892 | ) | |||
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|
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Loss from Operations |
(125,429 | ) | (125,892 | ) | ||||
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|
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Other income: |
||||||||
Dividend earned on investment held in Trust Account |
— | — | ||||||
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|
|
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Net Loss |
$ | (125,429 | ) | $ | (125,892 | ) | ||
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|
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Basic and diluted weighted ordinary average shares outstanding, subject to possible redemption |
5,573,077 | 2,801,934 | ||||||
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|
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Basic and diluted net income per ordinary shares subject to possible redemption |
$ | 0.42 | $ | 1.25 | ||||
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|
|
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Basic and diluted weighted average ordinary shares outstanding |
2,353,115 | 2,183,749 | ||||||
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|
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Basic and diluted net loss per ordinary share attributable to Aimfinity Investment LLC |
$ | (1.05 | ) | $ | (1.66 | ) | ||
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|
Preference Shares |
Ordinary Shares |
Additional Paid-in Capital |
Accumulated Deficit |
Total Shareholders’ Equity (Deficit) |
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Class A |
Class B |
|||||||||||||||||||||||||||||||||||
Shares |
Amount |
Shares |
Amount |
Shares |
Amount |
|||||||||||||||||||||||||||||||
Balance as of December 31, 2021 |
— | $ | — | — | $ | — | 2,012,500 | $ | 201 | $ | 24,799 | $ | (2,704 | ) | $ | 22,296 | ||||||||||||||||||||
Net loss |
— | — | — | — | — | — | — | (463 | ) | (463 | ) | |||||||||||||||||||||||||
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Balance as of March 31, 2022 |
— | $ | — | — | $ | — | 2,012,500 | $ | 201 | $ | 24,799 | $ | (3,167 | ) | $ | 21,833 | ||||||||||||||||||||
Sale of public units through public offering |
— | — |
8,050,000 | 805 | — |
— |
80,499,195 | — |
80,500,000 | |||||||||||||||||||||||||||
Sale of private placement units |
— | — |
492,000 | 49 | — |
— |
4,919,951 | — |
4,920,000 | |||||||||||||||||||||||||||
Underwriters’ discount |
— | — |
— |
— |
— |
— |
(4,427,500 | ) | — |
(4,427,500 | ) | |||||||||||||||||||||||||
Other offering expenses |
— |
— |
— |
— |
— |
— |
(690,107 | ) | — |
(690,107 | ) | |||||||||||||||||||||||||
Reclassification of ordinary shares subject to redemption |
— |
— |
(8,050,000 | ) | (805 | ) | — |
— |
(78,969,389 | ) | — |
(78,970,194 | ) | |||||||||||||||||||||||
Allocation of offering costs to ordinary shares subject to redemption |
— |
— |
— |
— |
— |
— |
5,020,353 | — |
5,020,353 | |||||||||||||||||||||||||||
Accretion of carrying value to redemption value |
— |
— |
— |
— |
— |
— |
(6,377,302 | ) | (1,782,857 | ) | (8,160,159 | ) | ||||||||||||||||||||||||
Net loss |
— |
— |
— |
— |
— |
— |
— |
(125,429 | ) | (125,429 | ) | |||||||||||||||||||||||||
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Balance as of June 30, 2022 |
— | $ | — | 492,000 | $ | 49 | 2,012,500 | $ | 201 | $ | (0 | ) | $ | (1,911,453 | ) | $ | (1,911,203 | ) | ||||||||||||||||||
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For the |
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Six Months Ended |
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June 30, 2022 |
||||
Cash Flows from Operating Activities: |
||||
Net loss |
$ | (125,892 | ) | |
Adjustments to reconcile net loss to net cash used in operating activities: |
||||
Changes in operating assets and liabilities: |
||||
Prepaid expenses |
(248,338 | ) | ||
Accrued expense |
140,855 | |||
Franchise tax payable |
— | |||
|
|
|||
Net cash used in operating activities |
(233,375 | ) | ||
|
|
|||
Cash Flows from Investing Activities: |
||||
Purchase of investment held in trust account |
(82,110,000 | ) | ||
|
|
|||
Net cash used in investing activities |
(82,110,000 | ) | ||
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|
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Cash Flows from Financing Activities: |
||||
Proceeds from sale of public units through public offering |
80,500,000 | |||
Proceeds from sale of private placement units |
4,920,000 | |||
Payment of underwriters’ discount |
(1,610,000 | ) | ||
Payment of offering costs |
(690,107 | ) | ||
Related party payable |
6,875 | |||
Proceeds from issuance of promissory from founder |
351,150 | |||
Repayment on promissory note to related party |
(328,854 | ) | ||
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|
|||
Net cash provided in financing activities |
83,149,064 | |||
|
|
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Net Change in Cash |
805,688 | |||
Cash at beginning of period |
— | |||
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|
|||
Cash at end of period |
$ | 805,688 | ||
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|
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Supplemental Disclosure of Non-cash Financing Activities |
||||
Reclassification of ordinary shares subject to redemption |
$ | 82,110,000 | ||
|
|
For the three months ended June 30, 2022 |
For the six months ended June 30, 2022 |
|||||||
Net loss |
$ |
(125,429 |
) |
$ |
(125,892 |
) | ||
Accretion of carrying value to redemption value |
(8,160,159 |
) |
(8,160,159 |
) | ||||
Net loss including accretion of carrying value to redemption value |
$ |
(8,285,588 |
) |
$ |
(8,286,051 |
) | ||
For the three months ended June 30, 2022 |
For the six months ended June 30, 2022 |
|||||||||||||||
Redeemable Ordinary Share |
Non- Redeemable Ordinary Share |
Redeemable Ordinary Share |
Non- Redeemable Ordinary Share |
|||||||||||||
Basic and diluted net income/(loss) per share: |
||||||||||||||||
Numerators: |
||||||||||||||||
Allocation of net loss including carrying value to redemption value |
$ | (5,825,776 | ) | $ | (2,459,812 | ) | $ | (4,656,728 | ) | $ | (3,629,323 | ) | ||||
Accretion of carrying value to redemption value |
8,160,159 |
— |
8,160,159 |
— |
||||||||||||
Allocation of net income/(loss ) |
$ |
2,334,383 |
$ |
(2,459,812 |
) |
$ |
3,503,431 |
$ |
(3,629,323 |
) | ||||||
Denominators: |
||||||||||||||||
Weighted-average shares outstanding |
5,573,077 | 2,353,115 | 2,801,934 | 2,183,749 | ||||||||||||
Basic and diluted net income/(loss) per share |
$ | 0.42 | $ | (1.05 | ) | $ | 1.25 | $ | (1.66 | ) | ||||||
• | Level 1 - Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Valuation adjustments and block discounts are not being applied. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of judgment. |
• | Level 2 - Valuations based on (i) quoted prices in active markets for similar assets and liabilities, (ii) quoted prices in markets that are not active for identical or similar assets, (iii) inputs other than quoted prices for the assets or liabilities, or (iv) inputs that are derived principally from or corroborated by market through correlation or other means. |
• | Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement. |
As of June 30, 2022 |
||||
Gross proceeds |
$ | 80,500,000 | ||
Less: |
||||
Proceeds allocated to Class 1 public warrants |
(1,529,806 | ) | ||
Offering costs of public shares |
(5,020,353 | ) | ||
Plus: |
||||
Accretion of carrying value to redemption value |
8,160,159 | |||
|
|
|||
Ordinary shares subject to possible redemption |
$ | 82,110,000 | ||
|
|
• | in whole and not in part; |
• | at a price of $0.01 per warrant; |
• | upon a minimum of 30 days’ prior written notice of redemption to each warrant holder; and |
• | if, and only if, the closing price of the Class A ordinary shares equals or exceeds $16.50 per share (as adjusted for adjustments to the number of shares issuable upon exercise or the exercise price of a warrant as described under the heading “-Warrants-Public Shareholders’ Warrants-Anti-dilution Adjustments”) for any 20 trading days within a 30-trading day period ending three trading days before the Company sends the notice of redemption to the warrant holders). |
ITEM 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
• | Level 1 - Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Valuation adjustments and block discounts are not being applied. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of judgment. |
• | Level 2 - Valuations based on (i) quoted prices in active markets for similar assets and liabilities, (ii) quoted prices in markets that are not active for identical or similar assets, (iii) inputs other than quoted prices for the assets or liabilities, or (iv) inputs that are derived principally from or corroborated by market through correlation or other means. |
• | Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement. |
ITEM 3. |
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK |
ITEM 4. |
CONTROLS AND PROCEDURES |
ITEM 1. |
LEGAL PROCEEDINGS. |
ITEM 1A. |
RISK FACTORS. |
• | costs and difficulties inherent in managing cross-border business operations and complying with different commercial and legal requirements of overseas markets; |
• | rules and regulations regarding currency redemption; |
• | complex corporate withholding taxes on individuals; |
• | laws governing the manner in which future business combinations may be effected; |
• | exchange listing and/or delisting requirements; |
• | tariffs and trade barriers; |
• | regulations related to customs and import/export matters; |
• | local or regional economic policies and market conditions; |
• | unexpected changes in regulatory requirements; |
• | longer payment cycles; |
• | tax issues, such as tax law changes and variations in tax laws as compared to the United States; |
• | currency fluctuations and exchange controls; |
• | rates of inflation; |
• | challenges in collecting accounts receivable; |
• | cultural and language differences; |
• | employment regulations; |
• | underdeveloped or unpredictable legal or regulatory systems; |
• | corruption; |
• | protection of intellectual property; |
• | social unrest, crime, strikes, riots and civil disturbances; |
• | regime changes and political upheaval; |
• | terrorist attacks, natural disasters and wars; |
• | deterioration of political relations with the united states; and |
• | government appropriation of assets. |
ITEM 2. |
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS FROM REGISTERED SECURITIES. |
ITEM 3. |
DEFAULTS UPON SENIOR SECURITIES. |
ITEM 4. |
MINE SAFETY DISCLOSURES. |
ITEM 5. |
OTHER INFORMATION. |
ITEM 6. |
EXHIBITS |
* | Filed herewith |
** | Furnished. |
Aimfinity Investment Corp. I | ||||||
Date: August 12, 2022 | By: | /s/ Jing Cao | ||||
Jing (“George”) Cao Chief Executive Officer |
Aimfinity Investment Corp. I | ||||||
Date: August 12, 2022 | By: | /s/ Nicholas Torres III | ||||
Nicholas Torres III Chief Financial Officer |
1 Year Aimfinity Investment Cor... Chart |
1 Month Aimfinity Investment Cor... Chart |
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