Alphatime Acquisition Corp. Files 8-K with Material Agreement

Alphatime Acquisition Corp 8-K Filing Summary
FieldDetail
CompanyAlphatime Acquisition Corp
Form Type8-K
Filed DateSep 18, 2025
Risk Levelmedium
Pages4
Reading Time5 min
Key Dollar Amounts$0.0001, $11.50, $11.5 million, $10.00, $5 million
Sentimentneutral

Sentiment: neutral

Topics: material-agreement, equity-securities, filing

Related Tickers: ATMC

TL;DR

Alphatime Acquisition Corp. filed an 8-K on 9/14/25 for a material agreement. Details pending.

AI Summary

Alphatime Acquisition Corp. entered into a material definitive agreement on September 14, 2025. The company also reported on unregistered sales of equity securities and filed financial statements and exhibits. Specific details regarding the nature of the definitive agreement and the equity sales are not provided in this excerpt.

Why It Matters

This filing indicates a significant corporate event for Alphatime Acquisition Corp., potentially involving a merger, acquisition, or other material transaction that could impact its stock.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement, which could represent a significant change in the company's structure or operations, but the specific details are not yet disclosed.

Key Players & Entities

  • ALPHATIME ACQUISITION CORP (company) — Registrant
  • September 14, 2025 (date) — Date of earliest event reported
  • 001-41584 (company) — SEC File Number

FAQ

What is the nature of the material definitive agreement entered into by Alphatime Acquisition Corp. on September 14, 2025?

The provided excerpt does not specify the nature of the material definitive agreement.

What type of equity securities were involved in the unregistered sales reported by Alphatime Acquisition Corp.?

The filing mentions units consisting of ordinary shares, redeemable warrants, and rights, as well as ordinary shares, rights, and warrants, but does not provide further details on the unregistered sales.

What is the exercise price for the warrants mentioned in the filing?

The warrants are exercisable for one ordinary share at an exercise price of $11.50 per share.

When is Alphatime Acquisition Corp.'s fiscal year end?

Alphatime Acquisition Corp.'s fiscal year ends on December 31.

What is the business address of Alphatime Acquisition Corp.?

The business address is 500 5TH AVENUE, SUITE 938, NEW YORK, NY 10110.

Filing Stats: 1,341 words · 5 min read · ~4 pages · Grade level 12.8 · Accepted 2025-09-18 16:58:32

Key Financial Figures

  • $0.0001 — Market LLC Ordinary Shares, par value $0.0001 per share ATMC The Nasdaq Stock Mar
  • $11.50 — ordinary share at an exercise price of $11.50 per share ATMCW The Nasdaq Stock Ma
  • $11.5 million — in a private placement, an aggregate of $11.5 million of its ordinary shares (the "PIPE Share
  • $10.00 — ordinary shares at a purchase price of $10.00 per share and warrants to purchase up t
  • $5 million — estated PIPE Agreements for the initial $5 million of the PIPE Financing are described in
  • $6.5 million — the attached agreements. The remaining $6.5 million of the PIPE Financing is being conducte

Filing Documents

From the Filing

UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 14, 2025 ALPHATIME ACQUISITION CORP (Exact name of registrant as specified in its charter) Cayman Islands 001-41584 N/A 00-0000000 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 500 5th Avenue , Suite 938 New York , NY 10110 (Address of principal executive offices, including zip code) Registrant's telephone number, including area code ( 347 ) 627-0058 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Units, each consisting of one ordinary share, one redeemable warrant and one right ATMCU The Nasdaq Stock Market LLC Ordinary Shares, par value $0.0001 per share ATMC The Nasdaq Stock Market LLC Rights, each right entitling the holder thereof to one-tenth of one ordinary share ATMCR The Nasdaq Stock Market LLC Warrants, each whole warrant exercisable for one ordinary share at an exercise price of $11.50 per share ATMCW The Nasdaq Stock Market LLC Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item 1.01 Entry into a Material Definitive Agreement. PIPE Financing Agreements On September 14, 2025, AlphaTime Acquisition Corp (the "Company") entered into Securities Purchase Agreements (the "SPA") with certain accredited investors (the "Purchasers"), pursuant to which the Company agreed to issue and sell, in a private placement, an aggregate of $11.5 million of its ordinary shares (the "PIPE Shares") and accompanying warrants (the "PIPE Warrants") to purchase ordinary shares of the Company (the "PIPE Financing"). The PIPE Financing is being conducted in connection with the Company's previously announced business combination (the "Business Combination") with HCYC Group Company Limited and related parties. The SPA provides for the sale of an aggregate of 1,150,000 ordinary shares at a purchase price of $10.00 per share and warrants to purchase up to 2,300,000 ordinary shares at an exercise price of $10.00 per share, subject to adjustment as set forth in the PIPE Warrants. The PIPE Warrants, which will be issued in connection with closing of the PIPE Financing, are exercisable immediately upon issuance and have a term of five years from the date of issuance. The PIPE Shares and PIPE Warrants, as well as the ordinary shares issuable upon exercise of the PIPE Warrants, are subject to registration rights as described below. The PIPE Financing is expected to close substantially concurrently with the closing of the Business Combination, subject to the satisfaction of customary closing conditions. The SPA, Registration Rights Agreement, and PIPE Warrants (the "PIPE Agreements"), are attached hereto as Exhibits 10.1, 10.2, and 4.1, respectively, and are incorporated herein by reference. Amended and Restated PIPE Agreements On September 16, 2025, the Company, the Purchasers, and HCYC Holding Company ("HCYC") entered into an Amended and Restated Securities Purchase Agreement, an Amended and Restated Registration Rights Agreement, and the PIPE Warrant. The purpose of the amendments and restatements was to add HCYC as a party to the PIPE Agreements in order to amend and restate the securities purchase agreement and registration rights agreement between HCYC and the Purchasers and warrant, each dated as of August 14, 2025. The Amended and Restated Securities Purchase Agreement, an Amended and Restated Registration Rights Agreement, and the PIPE Warrant (collectively, the "Amended and Restated PIPE Agreements"), are attached hereto as Exhibits 10.3, 10.4, and 4.2, respectively, and are incorp

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