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AlphaTime Acquisition Corp (NASDAQ:ATMC) announced Thursday it has entered into securities purchase agreements with accredited investors for a private placement of $11.5 million in ordinary shares and accompanying warrants. The financing is being conducted in connection with AlphaTime’s previously announced business combination with HCYC Group Company Limited and related parties, according to a press release statement and a filing with the Securities and Exchange Commission.
Under the agreements signed on September 14, AlphaTime will issue 1,150,000 ordinary shares at $10.00 per share and warrants to purchase up to 2,300,000 ordinary shares at an exercise price of $10.00 per share. The warrants are exercisable immediately upon issuance and will expire five years from the date of issuance. The terms include customary anti-dilution provisions and allow for cashless exercise.
On Monday, AlphaTime, the purchasers, and HCYC Holding Company entered into amended and restated agreements to add HCYC as a party. The amended agreements cover the initial $5 million of the PIPE financing, with the remaining $6.5 million being conducted on the same terms. According to InvestingPro data, AlphaTime’s current financial health score is rated as FAIR, with notable concerns about its short-term obligations exceeding liquid assets, as indicated by a low current ratio of 0.01. Subscribers to InvestingPro can access 5 additional key insights about the company’s financial position.
The securities sold in the PIPE financing are subject to a registration rights agreement. AlphaTime is required to file a registration statement with the SEC covering the resale of the PIPE shares and the shares issuable upon exercise of the warrants within 15 calendar days after the closing of the financing, and to seek effectiveness within 60 calendar days, or 120 days in the event of full SEC review. The agreement includes liquidated damages provisions in case of certain registration failures.
The PIPE shares and warrants are being offered and sold in reliance on exemptions from registration provided by Section 4(a)(2) of the Securities Act of 1933, Regulation D, and Regulation S. The purchasers are accredited investors and/or non-U.S. persons.
The closing of the PIPE financing is expected to occur concurrently with the closing of the business combination, subject to customary closing conditions. AlphaTime’s ordinary shares, units, rights, and warrants are listed on The Nasdaq Stock Market under the symbols ATMC, ATMCU, ATMCR, and ATMCW, respectively.
This report is based on a press release statement and information disclosed in a recent SEC filing.
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