AlphaVest Seeks 4-Month Extension for Business Combination Deadline

TL;DR

**AMCI is kicking the can down the road, but the redemption premium makes it a no-brainer for shareholders to vote 'FOR' the extension and then redeem if they don't like the deal.**

AI Summary

AlphaVest Acquisition Corp. (AMCI) is seeking shareholder approval to extend its business combination deadline from September 22, 2025, to January 22, 2026, through four one-month extensions. This extension requires amending the company's charter and trust agreement, with the sponsor, AlphaVest Holding LP, depositing $55,000 for each one-month extension into the Trust Account. As of the Record Date, August 22, 2025, the Trust Account held approximately $18,876,141.50, resulting in a redemption price of approximately $11.99 per Public Share, which is $0.02 higher than the closing market price of $11.97 on Nasdaq. The company has 3,854,856 Ordinary Shares outstanding, comprising 1,574,356 Public Shares and 1,850,000 Founder Shares. Approval of the Extension Amendment Proposal requires a two-thirds vote of outstanding Ordinary Shares, while the Trust Agreement Amendment Proposal needs 65% of outstanding Ordinary Shares. The Board recommends voting 'FOR' these proposals to allow more time to complete a previously announced business combination with AMC Corporation or find an alternative target.

Why It Matters

This extension is critical for AlphaVest Acquisition Corp. as it provides a lifeline for the SPAC to complete its proposed business combination with AMC Corporation, or find a new target, avoiding liquidation. For investors, it means a prolonged period of uncertainty but also the potential for a successful merger, with a redemption option currently offering a slight premium over the market price. Employees and customers of AMC Corporation, the target, would benefit from the stability and growth opportunities a successful merger could bring. In the competitive SPAC market, securing an extension demonstrates the sponsor's commitment but also highlights the challenges in closing deals within initial timelines.

Risk Assessment

Risk Level: medium — The risk level is medium because while the extension provides more time, there's no guarantee AlphaVest will consummate a business combination by January 22, 2026. The filing explicitly states, "there is no assurance that AlphaVest will be able to consummate a Business Combination within the Combination Period, as extended." Furthermore, the sponsor's $55,000 per month extension payment is unsecured and non-interest bearing, meaning it won't be repaid if a deal fails, adding risk for the sponsor.

Analyst Insight

Investors should vote 'FOR' the Extension Amendment Proposal and Trust Agreement Amendment Proposal to allow AlphaVest more time to complete a business combination. Given the redemption price of approximately $11.99 per Public Share is currently $0.02 higher than the market price of $11.97, shareholders who are risk-averse or do not wish to extend their investment can redeem their shares for a small profit.

Financial Highlights

debt To Equity

N/A

revenue

$0

operating Margin

N/A

total Assets

$18,876,141.50

total Debt

$0

net Income

$0

eps

$0

gross Margin

N/A

cash Position

$18,876,141.50

revenue Growth

N/A

Key Numbers

• $18,876,141.50 — Aggregate amount in Trust Account (As of Record Date, August 22, 2025)
• $11.99 — Redemption price per Public Share (As of Record Date, approximately $0.02 higher than market price)
• $11.97 — Closing price of Public Shares on Nasdaq (As of Record Date, August 22, 2025)
• September 22, 2025 — Original Termination Date (Date by which AlphaVest must consummate a business combination)
• January 22, 2026 — Extended Date (New potential termination date if extensions are approved)
• $55,000 — Extension Payment per month (Amount Sponsor must deposit for each one-month extension)
• 3,854,856 — Total Ordinary Shares outstanding (As of the date of the Proxy Statement)
• 1,574,356 — Public Shares outstanding (As of Record Date, August 22, 2025)
• 1,850,000 — Founder Shares outstanding (As of Record Date, August 22, 2025)
• 65% — Required vote for Trust Agreement Amendment Proposal (Percentage of outstanding Ordinary Shares needed for approval)

Key Players & Entities

• AlphaVest Acquisition Corp. (company) — Registrant seeking extension
• AlphaVest Holding LP (company) — Sponsor of AlphaVest Acquisition Corp.
• AMC Corporation (company) — Target of proposed business combination
• Yong (David) Yan (person) — Chief Executive Officer of AlphaVest Acquisition Corp.
• Continental Stock Transfer & Trust Company (company) — Trustee for AlphaVest's Trust Account
• Winston & Strawn LLP (company) — Offices where the Extraordinary General Meeting will be held
• SEC (regulator) — Securities and Exchange Commission
• Nasdaq Capital Market (regulator) — Stock exchange where Public Shares are traded

FAQ

Risk Factors

• Redemption Risk and Trust Account Depletion [medium — financial]: The company's trust account holds approximately $18,876,141.50 as of August 22, 2025. If the business combination is not completed by January 22, 2026, and shareholders redeem their shares, the trust account could be depleted. The redemption price per share is $11.99, which is slightly higher than the market price of $11.97, potentially incentivizing redemptions.
• Creditor Claims on Dissolution [medium — legal]: In the event of dissolution and liquidation, there is a risk that creditor claims could take priority over the claims of public shareholders for funds held in the trust account. This could result in public shareholders receiving less than their pro rata share of the trust account.
• Failure to Consummate Business Combination [high — operational]: The company is seeking extensions to complete a business combination with AMC Corporation or find an alternative target. There is no guarantee that a business combination will be consummated within the extended period ending January 22, 2026. Failure to do so will result in liquidation.
• Shareholder Approval for Charter and Trust Amendments [medium — regulatory]: The proposed amendments to the company's charter and trust agreement require significant shareholder approval. The Extension Amendment Proposal needs a two-thirds vote of outstanding Ordinary Shares, and the Trust Agreement Amendment Proposal needs 65% of outstanding Ordinary Shares. Failure to obtain these votes will prevent the extensions.

Industry Context

AlphaVest Acquisition Corp. operates within the Special Purpose Acquisition Company (SPAC) industry. The SPAC market has seen significant activity, but also increased scrutiny regarding deal timelines and success rates. Companies like AlphaVest are under pressure to identify and complete business combinations within their mandated timeframes, facing competition from other SPACs and traditional IPOs.

Regulatory Implications

The proposed extensions require shareholder approval for amendments to the company's charter and trust agreement, necessitating compliance with proxy solicitation rules. Failure to secure the required votes could lead to the company's liquidation, triggering regulatory requirements for winding down operations and distributing trust assets.

What Investors Should Do

1. Review the Proxy Statement thoroughly.
2. Vote on the Extension Amendment Proposal and Trust Agreement Amendment Proposal.
3. Consider your redemption options.
4. Monitor the progress of the business combination with AMC Corporation.

Key Dates

• 2025-09-19: Extraordinary General Meeting — Shareholders will vote on proposals to extend the business combination deadline.
• 2025-09-22: Original Termination Date — The initial deadline for AlphaVest to consummate a business combination.
• 2026-01-22: Extended Date — The potential new deadline for AlphaVest to consummate a business combination if extensions are approved.
• 2025-08-22: Record Date — Established the shareholders eligible to vote at the Extraordinary General Meeting and for redemption rights.
• 2024-08-16: Business Combination Agreement with AMC Corporation — Announced agreement for a business combination, which is the primary reason for seeking extensions.

Glossary

DEF 14A

A filing with the U.S. Securities and Exchange Commission (SEC) that provides detailed information about a company's annual meeting of shareholders, including proposals to be voted on. (This document is the DEF 14A filing for AlphaVest Acquisition Corp., outlining the proposals for shareholder approval.)

Business Combination

The merger, share exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses. (AlphaVest Acquisition Corp. is seeking to complete a business combination, and the extensions are to allow more time for this.)

Trust Account

An account established by a special purpose acquisition company (SPAC) to hold the proceeds from its initial public offering (IPO) until a business combination is completed. (The trust account contains approximately $18.88 million and is central to the redemption rights of public shareholders and the extension financing.)

Sponsor

Typically, the entity that organizes and initially funds a SPAC, often receiving founder shares and warrants in exchange for their efforts and capital. (AlphaVest Holding LP is the sponsor and is responsible for funding the extension payments into the trust account.)

Redemption Rights

The right of public shareholders of a SPAC to have their shares redeemed for a pro rata portion of the funds held in the trust account if they do not approve of a proposed business combination or if the SPAC liquidates. (Shareholders have the option to redeem their shares, and the extension proposal provides an opportunity for earlier redemption for those who do not wish to extend.)

Extension Amendment Proposal

A shareholder proposal seeking to amend the company's charter to extend the deadline for completing a business combination. (This is the primary proposal requiring shareholder approval to grant AlphaVest more time.)

Trust Agreement Amendment Proposal

A shareholder proposal seeking to amend the trust agreement to facilitate the extension of the business combination deadline, including terms for sponsor funding. (This proposal is necessary to implement the mechanics of the extension, particularly the sponsor's financial commitment.)

Year-Over-Year Comparison

This filing is a proxy statement for an extraordinary general meeting focused on extending the business combination deadline, rather than a comprehensive annual report. Therefore, direct year-over-year comparisons of financial metrics like revenue, net income, or margins are not applicable. The key focus is on the operational timeline and the financial commitment from the sponsor to facilitate extensions, as opposed to reporting on operational performance.

Key Financial Figures

• $55,000 — count (the “Trust Account”) $55,000 per one-month extension two (2) days pr
• $0.0001 — outstanding ordinary shares, par value $0.0001 per share (the “ Ordinary Shares
• $100,000 — us to pay our taxes if any (less up to $100,000 of interests to pay dissolution expense
• $11.99 — rice per Public Share was approximately $11.99 (which is expected to be the same appro
• $18,876,141.50 — t in the Trust Account of approximately $18,876,141.50 as of the Record Date (including intere
• $11.97 — Nasdaq ”) on the Record Date was $11.97. Accordingly, if the market price of th
• $0.02 m — f Public Shares receiving approximately $0.02 more per share than if the Public Shares

Filing Documents

• formdef14a.htm (DEF 14A) — 615KB
• 0001493152-25-012579.txt ( ) — 617KB

From the Filing

DEF 14A 1 formdef14a.htm DEF 14A UNITED SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under §240.14a-12 ALPHAVEST ACQUISITION CORP (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11 LETTER TO SHAREHOLDERS OF ALPHAVEST ACQUISITION CORP 205 W. 37th Street New York, NY 10018 TO BE HELD ON SEPTEMBER 19, 2025 Dear AlphaVest Acquisition Corp Shareholder: You are cordially invited to attend an extraordinary general meeting of AlphaVest Acquisition Corp, a Cayman Islands exempted company (the “ Company ,” “ AlphaVest ,” “ we ,” “ us ” or “ our ”), which will be held on September 19, at 9:30 a.m. Eastern Standard Time (the “ Extraordinary General Meeting ”). The Extraordinary General Meeting will be held in person at the offices of Winston & Strawn LLP located at 800 Capitol St., Suite 2400, Houston, Texas 77002, and virtually via live webcast at www.virtualshareholdermeeting.com/ATMV2025SM2. The attached Notice of the Extraordinary General Meeting and accompanying Proxy Statement (the “ Proxy Statement ”) describe the business AlphaVest will conduct at the Extraordinary General Meeting and provide information about AlphaVest that you should consider when you vote your shares. As set forth in the attached Proxy Statement, the Extraordinary General Meeting will be held for the purpose of considering and voting on the following proposals: Proposal No. 1—Extension Amendment Proposal— A proposal, by special resolution, to amend AlphaVest’s Second Amended and Restated Memorandum and Articles of Association, dated as of December 21, 2023, as amended by that certain amendment dated December 18, 2024 (as amended, the “ Existing Charter ”) by adopting the second amendment to AlphaVest’s Second Amended and Restated Memorandum and Articles of Association in the form set forth in Annex A to the Proxy Statement (the “ Extension Amendment ”) which reflects the extension of the date by which the Company must consummate a business combination (the “ Combination Period ”) up to four (4) times from September 22, 2025 (the “ Termination Date ”) to January 22, 2026, with each extension comprised of one (1) month (each, an “ Extension ”) (i.e., for a period of time ending up to 37 months after the consummation of its initial public offering (the “ IPO ”)) for a total of four (4) months after the Termination Date (assuming a Business Combination (as defined below) has not occurred). The end date of each Extension shall be referred to herein as the “ Extended Date .” We refer to this proposal as the “ Extension Amendment Proposal ”; Proposal No. 2 - Trust Agreement Amendment Proposal — A proposal, by at least sixty-five percent (65%) of the then outstanding Ordinary Shares, to further amend AlphaVest’s investment management trust agreement, dated as of December 19, 2022, (as amended, the “ Trust Agreement ”), by and between the Company and Continental Stock Transfer & Trust Company (the “ Trustee ”), to allow the Company to extend the Termination Date up to four (4) times for an additional one (1) month each time from the Termination Date or Extended Date, as applicable, to January 22, 2026 (the “ Trust Agreement Amendment ”) by providing five days’ advance notice to the Trustee prior to the applicable Termination Date or Extended Date and depositing into the trust account (the “Trust Account”) $55,000 per one-month extension two (2) days prior to such Extension (the “ Extension Payment ”) until January 22, 2026 (assuming a Business Combination has not occurred) in exchange for a non-interest bearing, unsecured promissory note payable upon the consummation of a Business Combination (the “ Trust Agreement Amendment Proposal ”); and Proposal No. 3—Adjournment Proposal —A proposal, by ordinary resolution to adjourn the Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Extraordinary General Meeting, there are not sufficient votes to app

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