Welcome to our dedicated page for AlphaTime Acquisition SEC filings (Ticker: ATMC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
AlphaTime Acquisition Corp (ATMC) files a range of documents with the U.S. Securities and Exchange Commission that reflect its status as a Cayman Islands-organized SPAC listed on Nasdaq. On this SEC filings page, investors can review its Forms 8-K, 10-Q, and related submissions, along with AI-powered summaries that clarify the implications of each filing.
Current reports on Form 8-K provide detailed information about key corporate events. A September 18, 2025 8-K outlines Securities Purchase Agreements for a PIPE financing involving ordinary shares and warrants, conducted in connection with a previously announced business combination with HCYC Group Company Limited and related parties. That filing also describes amended and restated PIPE agreements, registration rights for PIPE investors, and the terms of the PIPE warrants, including exercise price, term, and anti-dilution provisions.
An October 3, 2025 Form 8-K focuses on governance and trust account matters. It describes shareholder approval of amendments to the company’s Third Amended and Restated Memorandum and Articles of Association and to the Investment Management Trust Agreement, allowing extensions of the deadline to complete a business combination. The same filing reports on redemptions of ordinary shares and the resulting adjustments to funds held in the trust account and the number of shares outstanding.
Periodic reporting is also visible in AlphaTime Acquisition Corp’s SEC history. A Form 12b-25 (Notification of Late Filing) dated November 14, 2025 explains that the company could not file its Form 10-Q for the quarter ended September 30, 2025 within the prescribed time without unreasonable effort or expense, and indicates that it expected to file within the additional time allowed by Rule 12b-25. Through this page, users can access these filings in real time from EDGAR, while AI-generated explanations highlight the sections dealing with business combination timelines, trust account changes, PIPE financing terms, and reporting status.
AlphaTime Acquisition Corp is asking shareholders to approve changes that would extend the deadline to complete a business combination. The board wants the current April 4, 2026 termination date moved by up to eight one-month extensions, potentially reaching December 4, 2026, through amendments to its charter and trust agreement.
Each extension would require a $15,000 deposit into the trust account in exchange for a non‑interest bearing promissory note to the sponsor. Public shareholders can redeem their shares for cash in connection with the meeting at about $11.64 per share, based on roughly $4.83 million held in the trust account as of the record date. If the proposals fail and no deal closes by the current deadline, AlphaTime will redeem all public shares and liquidate, leaving warrants and rights worthless.
AlphaTime Acquisition Corp is asking shareholders to approve amendments to extend the deadline to complete a business combination. The Extension Amendment would permit up to eight one-month extensions, moving the Termination Date from April 4, 2026 to a last Extended Date of December 4, 2026, subject to shareholder approval and specified extension payments. The Trust Agreement Amendment would permit monthly $15,000 extension payments, deposited into the Trust Account two days before each Extension, in exchange for non-interest-bearing unsecured promissory notes to the Sponsor.
The meeting also seeks ratification of UHY LLP as auditor and reappointment of six directors. As of the Proxy Statement date, there are 2,169,476 Ordinary Shares outstanding (including 444,476 Public Shares and 1,725,000 Founder Shares). Approval of the Extension Amendment requires a special resolution (at least 2/3 of votes present and voting); the Trust Agreement Amendment requires 65 of outstanding Ordinary Shares; other proposals require a simple majority.
Alphatime Acquisition Corp is being removed from the Nasdaq Stock Market under Section 12(b) of the Securities Exchange Act via a Form 25 filing. The action covers the company’s ordinary shares, rights, units, and warrants, meaning these securities will no longer be listed or registered on Nasdaq once the process is complete.
Nasdaq Stock Market LLC certifies that it has followed its own rules to strike these classes of securities from listing and/or withdraw their registration, and notes that the issuer has complied with the applicable exchange and SEC requirements for voluntary withdrawal under the cited rules.
AlphaTime Acquisition Corp reported that Nasdaq will delist its ordinary shares, warrants, rights and units because the company exceeded the maximum three-year period allowed for a special purpose acquisition company to complete its initial business combination after its IPO.
The company’s securities were suspended on January 7, 2026, and have not traded on Nasdaq since December 9, 2025. Nasdaq will file a Form 25 with the SEC, and the delisting will become effective ten days after that filing. AlphaTime Acquisition Corp intends to seek quotation of its securities on the OTC Markets after the delisting.
AlphaTime Acquisition Corp (ATMC) is calling an extraordinary general meeting on December 16, 2025 to ask shareholders to extend the time it has to complete a business combination. The board is seeking approval to amend its charter and trust agreement so the deadline to close a deal can be extended up to three times, one month each, from January 4, 2026 to as late as April 4, 2026, with a $1 deposit into the trust account per one-month extension in exchange for a non-interest bearing promissory note.
Public shareholders may redeem their shares for cash in connection with the vote, regardless of how they vote, subject to the requirement that net tangible assets remain at least $5,000,001 and a 15% cap on redemptions by any single holder or group without consent. If the extensions are not approved and no business combination is completed by the current termination date, AlphaTime will redeem all public shares from the trust and proceed to dissolve, leaving its warrants and rights worthless. As of the proxy date, 2,551,636 ordinary shares were outstanding, including 417,436 public shares and 1,725,000 founder shares.
AlphaTime Acquisition Corp, a SPAC listed on Nasdaq, reported small net income driven by trust interest while continuing to seek completion of its proposed business combination with HCYC Group Company Limited. For the three and nine months ended September 30, 2025, net income was $165,713 and $156,367, mainly from $164,486 and $628,546 of income earned on its trust investments. At September 30, 2025, total assets were $16.1 million, including $16.0 million held in the trust account, while current liabilities of $4.0 million and promissory notes and related-party balances resulted in a shareholders’ deficit of about $6.4 million. Extensive redemptions have reduced ordinary shares subject to possible redemption to 1,335,250 at $12.00 per share, and only 2,134,200 non‑redeemable ordinary shares remain outstanding, with a further reduction in public float after an October 2025 redemption. The company has repeatedly extended its combination deadline to as late as January 4, 2026 via promissory note-funded monthly payments and discloses a working capital deficit of $3.9 million and substantial doubt about its ability to continue as a going concern if it cannot close a business combination or secure additional financing. To support the HCYC transaction, it entered into a $11.5 million PIPE financing for 1,150,000 ordinary shares and 2,300,000 warrants at $10.00 per unit equivalent, expected to close with the business combination, and the related Form F‑4 has been declared effective by the SEC.
AlphaTime Acquisition Corp is seeking shareholder approval for a multi-step business combination with Hong Kong-based insurance broker HCYC and the registration of up to 14,429,226 ordinary shares of HCYC Holding Company (PubCo), plus 6,900,000 warrants and 6,900,000 ordinary shares issuable upon warrant exercise. AlphaTime will merge into PubCo subsidiaries, HCYC will merge into another PubCo subsidiary, and PubCo will list on Nasdaq as “HCYC” and “HCYCW.” Each AlphaTime share will convert into one PubCo ordinary share, while holders may redeem public shares for cash based on funds in the trust account, subject to a 15% cap per holder. HCYC’s equity holders will receive PubCo shares valued at $75.0 million plus up to 1,500,000 earnout shares tied to 2024–2025 net income thresholds. In a no‑redemption case, HCYC shareholders would own about 63% of PubCo, AlphaTime public holders 9%, the sponsor 18% and PIPE investors 10%. The filing highlights significant China and Hong Kong regulatory and HFCAA-related delisting risks for the post‑merger company.
Schedule 13G/A disclosures show that Wolverine Asset Management, LLC and affiliated entities report shared voting and dispositive power over 75,000 Ordinary Shares of Alphatime Acquisition Corp (ordinary shares, $0.0001 par). The reported 75,000 shares equal 2.94% of the issuer's 2,551,636 outstanding ordinary shares used for the percentage calculation per the issuer's publicly filed 8-K. The filing states the position was acquired and is held in the ordinary course of business and "not for the purpose of or with the effect of changing or influencing control" of the issuer. Reporting parties include Wolverine Asset Management, Wolverine Holdings, Wolverine Trading Partners, and individuals Christopher L. Gust and Robert R. Bellick, each shown with shared voting and dispositive power for the same 75,000 shares.