We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Name | Symbol | Market | Type |
---|---|---|---|
Alpha Healthcare Acquisition Corporation III | NASDAQ:ALPAU | NASDAQ | Trust |
Price Change | % Change | Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 9.75 | 8.51 | 11.17 | 0 | 01:00:00 |
☒ | QUARTERLY REPORT PURSUANT TO 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 |
Delaware |
86-1645738 | |||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
Units, each consisting of one share of Class A Common Stock and one-fourth of one Redeemable Warrant |
ALPAU |
The Nasdaq Stock Market LLC | ||
Class A Common Stock, par value $0.0001 per share |
ALPA |
The Nasdaq Stock Market LLC | ||
Redeemable Warrants, each whole warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50 |
ALPAW |
The Nasdaq Stock Market LLC |
Large accelerated filer |
☐ |
Accelerated filer |
☐ | |||
Non-accelerated filer | ☒ | Smaller reporting company | ☒ | |||
Emerging growth company | ☒ |
September 30, 2021 |
||||
Assets |
||||
Current assets: |
||||
Cash |
$ | 849,646 | ||
Prepaid expenses |
283,032 | |||
|
|
|||
Total current assets |
1,132,678 | |||
Cash held in trust account |
154,443,683 | |||
|
|
|||
Total assets |
$ |
155,576,361 |
||
|
|
|||
Liabilities and Shareholders’ Equity (Deficit) |
||||
Current liabilities: |
||||
Accrued offering costs |
$ | 118,700 | ||
Accrued expenses |
323 | |||
Due to related party |
588 | |||
|
|
|||
Total current liabilities |
119,611 | |||
Deferred underwriting fees payable |
5,405,436 | |||
|
|
|||
Total liabilities |
5,525,047 | |||
Commitments and Contingencies (Note 5) |
||||
Class A common stock, $0.0001 par value; 100,000,000 shares authorized; 15,444,103 shares subject to possible redemption |
154,443,683 | |||
Shareholders’ equity (deficit): |
||||
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding |
— | |||
Class A common stock, $0.0001 par value; 100,000,000 shares authorized; 463,882 issued and outstanding |
46 | |||
Class B common stock, $0.0001 par value; 10,000,000 shares authorized; 3,861,026 shares issued and outstanding (1) |
386 | |||
Additional paid-in capital |
— | |||
Accumulated deficit |
(4,392,801 | ) | ||
|
|
|||
|
|
|
|
|
Total shareholders’ deficit |
(4,392,369 | ) | ||
|
|
|||
Total Liabilities and Shareholders’ Deficit |
$ |
155,576,361 |
(1) | An aggregate of 4,312,500 shares of Class B common stock were originally issued, of which 562,500 shares were subject to forfeiture depending on whether the over-allotment option was exercised in full or in part by the underwriters during the 45-day option period. As a result of a partial over-allotment option exercise by the underwriters, an aggregate of 451,474 shares were forfeited at the end of the 45-day option period. |
For the Three Months Ended September 30, 2021 |
For the period from January 21, 2021 (inception) through September 30, 2021 |
|||||||
General and administrative expenses |
$ | 89,956 | $ | 97,532 | ||||
Loss from operations |
(89,956 | ) | (97,532 | ) | ||||
Other income: |
||||||||
Dividend and interest income |
2,653 | 2,653 | ||||||
Change in fair value of overallotment liability |
2,923 | 2,923 | ||||||
Gain on expiration of overallotment option |
127,035 | 127,035 | ||||||
Net income |
$ | 42,655 | $ | 35,079 | ||||
Weighted average shares outstanding of Class A common stock subject to possible redemption |
10,705,106 | 3,892,766 | ||||||
Basic and diluted net income per share, Class A common stock subject to possible redemption (see Note 2) |
$ | 0.00 | $ |
0.00 | ||||
Weighted average shares outstanding of Class A common stock |
321,928 | 117,065 | ||||||
Basic and diluted net income per share, Class A common stock (see Note 2) |
$ | 0.00 | $ |
0.00 | ||||
Weighted average shares outstanding of Class B common stock |
3,817,581 | 3,774,575 | ||||||
Basic and diluted net income per share, Class B common stock (see Note 2) |
$ | 0.00 | $ |
0.00 |
Common Stock Subject to Possible Redemption |
Common Stock |
Additional |
Total |
|||||||||||||||||||||||||||||||||
Class A |
Class A |
Class B |
Paid-in |
Accumulated |
Shareholders’ |
|||||||||||||||||||||||||||||||
Shares |
Amount |
Shares |
Amount |
Shares |
Amount |
Capital |
Deficit |
Equity (Deficit) |
||||||||||||||||||||||||||||
Balance - January 21, 2021 (inception) |
— |
$ |
— |
$ |
— |
— |
$ |
— |
$ |
— |
$ |
— |
$ |
— |
||||||||||||||||||||||
Class B common stock issued to Sponsor |
— | — | — | — | 4,312,500 | 431 | 24,569 | — | 25,000 | |||||||||||||||||||||||||||
Net loss |
— |
— | — | — | — | — | — | (1,211 | ) | (1,211 | ) | |||||||||||||||||||||||||
Balance - March 31, 2021 |
— |
— |
— |
— |
4,312,500 |
431 |
24,569 |
(1,211 |
) |
23,789 |
||||||||||||||||||||||||||
Net loss |
— | — | — | — | — | — | — | (6,365 | ) | (6,365 | ) | |||||||||||||||||||||||||
Balance - June 30, 2021 |
— |
— |
— |
— |
4,312,500 |
431 |
24,569 |
(7,576 |
) |
17,424 |
||||||||||||||||||||||||||
Issuance of Private Placement Units |
— | — | 463,882 | 46 | — | — | 4,638,774 | — | 4,638,820 | |||||||||||||||||||||||||||
Issuance of Class A Common stock, net of issuance costs of $9,905,857 |
15,444,103 | 140,738,518 | — | — | — | — | — | — | — | |||||||||||||||||||||||||||
Issuance of Public Warrants, net of issuance costs of $239,247 |
— | — | — | — | — | — | 3,399,132 | — | 3,399,132 | |||||||||||||||||||||||||||
Capital contribution by the Sponsor through transfer of Class B shares |
— |
— |
— |
— |
— |
— |
1,186,448 |
— |
1,186,448 |
|||||||||||||||||||||||||||
Fair value of underwriter’s overallotment options exercised |
— | — | — | — | — | — | 28,317 | 28,317 | ||||||||||||||||||||||||||||
Accretion to redemption value of Class A Common stock subject to possible redemption |
— | 13,702,512 | — | — | — | — | (9,277,240 | ) | (4,425,272 | ) | (13,702,512 | ) | ||||||||||||||||||||||||
Forfeiture of Founder Shares related to unexercised portion of underwriter’s overallotment option |
— | — | — | — | (451,474 | ) | (45 | ) | — | 45 | — | |||||||||||||||||||||||||
Change in redemption value of Class A Common stock subject to possible redemption due to dividend and interest income earned |
— | 2,653 | — | — | — | — | — | (2,653 | ) | (2,653 | ) | |||||||||||||||||||||||||
Net income |
— | — | — | — | — | — | — | 42,655 | 42,655 | |||||||||||||||||||||||||||
Balance – September 30, 2021 |
15,444,103 |
$ |
154,443,683 |
463,882 |
$ |
46 |
3,861,026 |
$ |
386 |
$ |
— |
$ |
(4,392,801 |
) |
$ |
(4,392,369 |
) | |||||||||||||||||||
(1) | An aggregate of 4,312,500 shares of Class B common stock were originally issued, of which 562,500 shares were subject to forfeiture depending on whether the over-allotment option was exercised in full or in part by the underwriters during the 45-day option period. As a result of a partial over-allotment option exercise by the underwriters, an aggregate of 451,474 shares were forfeited at the end of the 45-day option period. |
Cash Flows from Operating Activities: |
||||
Net income |
$ | 35,079 | ||
Interest earned in trust account |
(2,653 | ) | ||
Change in fair value of overallotment liability |
(2,923 | ) | ||
Gain on expiration of overallotment option |
(127,035 | ) | ||
Changes in current assets and liabilities: |
||||
Prepaid expenses |
(283,032 | ) | ||
Accrued expenses |
323 | |||
Net cash used in operating activities |
(380,241 | ) | ||
Cash Flows from Investing Activities: |
||||
Investment of cash into trust account |
(154,441,030 | ) | ||
Cash Flows from Financing Activities: |
||||
Proceeds from related party |
55,236 | |||
Payment to related party |
(54,648 | ) | ||
Proceeds from issuance of Units |
154,441,030 | |||
Proceeds from issuance of Private Units |
4,638,820 | |||
Payment of offering costs |
(3,409,521 | ) | ||
Net cash provided by financing activities |
155,670,917 | |||
Net Change in Cash |
849,646 | |||
Cash - January 21, 2021 (inception) |
— | |||
Cash - end of the period |
$ | 849,646 | ||
Supplemental Disclosure of cash flow information: |
||||
Deferred underwriting fee payable |
$ | 5,405,436 | ||
Capital contribution by the Sponsor through transfer of Class B shares |
$ |
1,186,448 |
||
Offering costs included in accrued offerings costs and expenses |
$ | 118,700 | ||
Deferred offering costs paid by Sponsor in exchange for issuance of Class B common stock |
$ | 25,000 | ||
Accretion of the interest earned in trust account |
$ | 2,653 |
Risk-free interest rate |
0.05 |
% | ||
Dividend rate |
0 |
% | ||
Volatility |
5.00 |
% | ||
Expected life (in years) |
0.12 |
Risk-free interest rate |
0.05 |
% | ||
Dividend rate |
0 |
% | ||
Volatility |
5.00 |
% | ||
Expected life (in years) |
0.10 |
Inception-to-Date September 30, 2021 |
Class A subject to possible redemption |
Class A |
Class B |
|||||||||
Allocation of undistributable income |
17,542 | 528 | 17,009 | |||||||||
|
|
|
|
|
|
|||||||
Net income to Common shares |
$ |
17,542 |
$ |
528 |
$ |
17,009 |
||||||
|
|
|
|
|
|
|||||||
Weighted average shares outstanding, basic and diluted |
3,892,766 | 117,065 | 3,774,575 | |||||||||
|
|
|
|
|
|
|||||||
Basic and diluted net income per share |
$ | 0.00 | $ | 0.00 | $ | 0.00 | ||||||
|
|
|
|
|
|
Three-months Ended September 30, 2021 |
Class A subject to possible redemption |
Class A |
Class B |
|||||||||
Allocation of undistributable income |
30,761 | 925 | 10,969 | |||||||||
|
|
|
|
|
|
|||||||
Net income/(loss) to Common shares |
$ |
30,761 |
$ |
925 |
$ |
10,969 |
||||||
|
|
|
|
|
|
|||||||
Weighted average shares outstanding, basic and diluted |
10,705,106 | 321,928 | 3,817,581 | |||||||||
|
|
|
|
|
|
|||||||
Basic and diluted net income per share |
$ | 0.00 | $ | 0.00 | $ | 0.00 | ||||||
|
|
|
|
|
|
• |
Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; |
• |
Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and |
• |
Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. |
Description |
Level |
September 30, 2021 |
||||||
Assets: |
||||||||
Marketable securities held in Trust Account |
1 | $ | 154,443,683 |
Overallotment liability (As Restated) |
||||
Balance at January 21, 2021 (inception) |
$ |
— |
||
Issuance of overallotment option |
158,275 |
|||
Partial exercise of overallotment option |
(28,317 |
) | ||
Change in fair value of overallotment liability |
(2,923 |
) | ||
Expiration of overallotment option |
(127,035 |
) | ||
Balance at September 30, 2021 |
$ |
— |
||
As previously reported |
Adjustment |
As restated |
||||||||||
Gain on expiration of overallotment option |
$ |
— |
$ |
127,035 |
$ |
127,035 |
||||||
Change in fair value of overallotment liability |
— |
2,923 |
2,923 |
|||||||||
Net income (loss) |
(87,303 |
) | 129,958 |
42,655 |
As previously reported |
Adjustment |
As restated |
||||||||||
Gain on expiration of overallotment option |
$ |
— |
$ |
127,035 |
$ |
127,035 |
||||||
Change in fair value of overallotment liability |
— |
2,923 |
2,923 |
|||||||||
Net income (loss) |
(94,879 |
) |
129,958 |
35,079 |
• | 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; and |
• | if, and only if, the closing price of the common stock equals or exceeds $18.00 per share (as adjusted for stock splits, stock capitalizations, reorganizations, recapitalizations and the like and for certain issuances of Class A common stock and equity-linked securities for capital raising purposes in connection with the closing of the initial Business Combination) for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders (the “Reference Value”). |
Number of Shares |
||||
Unvested Shares Outstanding at January 21, 2021 (inception) |
— |
|||
Granted |
75,000 |
|||
Forfeited |
— |
|||
Vested |
— |
|||
Unvested Outstanding at September 30, 2021 |
75,000 |
* | Filed herewith. |
** | Furnished |
ALPHA HEALTHCARE ACQUISITION CORP. III | ||
By: | /s/ Rajiv Shukla | |
Name: Rajiv Shukla | ||
Title: Chief Executive Officer | ||
ALPHA HEALTHCARE ACQUISITION CORP. III | ||
By: | /s/ Patrick A. Sturgeon | |
Name: Patrick A. Sturgeon | ||
Title: Chief Financial Officer |
1 Year Alpha Healthcare Acquisi... Chart |
1 Month Alpha Healthcare Acquisi... Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions