Filing Compare · AMC Robotics Corp

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, ~~D.C.~~DC 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(~~Mark One~~d) OF THE SECURITIES EXCHANGE ACT OF 1934

☒For ~~QUARTERLY~~the ~~REPORT~~quarterly ~~UNDER~~period ~~SECTION~~ended 13March OR31, ~~15(d) OF THE SECURITIES EXCHANGE ACT OF 1934~~2026

~~For the quarterly period ended September 30, 2025~~OR

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ~~______________~~___________ to ~~______________~~__________

Commission File Number: 001-41574

~~ALPHAVEST~~AMC ~~ACQUISITION~~Robotics ~~CORP~~Corporation

(Exact name of registrant as specified in its charter)

Cayman Islands N/A (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.)

Delaware		41-3041844
(State or other jurisdiction		(IRS Employer
of incorporation or organization)		Identification Number)

205 W. 37th Street

12 East 49^th Street, Suite 1805, New York, NY		10017
(Address of principal executive offices)		(Zip code)

~~New~~(734) ~~York, NY 10018~~709-5127

(~~Address~~Issuer’s oftelephone ~~principal~~number ~~executive~~including ~~offices~~area ~~and zip~~ code)

203-998-5540

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbols	Name of Each Exchange on Which Registered
Title of each class	Trading symbol(s)	Name of each exchange on which registered
Units, each consisting of one ordinary share and one right	ATMVU	The Nasdaq Stock Market LLC
Common Stock, par value $0.0001 per share	AMCI	The Nasdaq Stock Market LLC
Ordinary Shares, par value $0.0001 per share	ATMV	The Nasdaq Stock Market LLC
Rights, each right entitling the holder thereof to one-tenth of one ordinary share	ATMVR	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ~~Yes~~ ☒ Yes No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to ~~Rule~~ Rule 405 of Regulation S-T ~~(Section 232.405 of this chapter)~~ during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ~~Yes ☒ No ☐~~

~~Indicate by~~Yes ~~check~~☒ ~~mark~~No whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

	Large accelerated filer ☐	Accelerated filer ☐
	Non-accelerated filer ☒	Smaller reporting company ☒
		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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☒☐ No ☐☒

As of ~~November~~May 1918, ~~2025~~2026, ~~there~~the ~~were~~registrant 3had 22,~~220~~600,~~947~~363 ~~ordinary~~ shares, ~~par~~of ~~value~~common stock, $0.0001 ~~issued~~par ~~and~~value, outstanding.

ALPHAVEST ACQUISITION CORP

	INDEX
Part I - Financial Information

Item 1 – Financial Statements	2

Condensed Consolidated Balance Sheets (Unaudited)	2

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited)	3

Condensed Consolidated Statements of Changes in Stockholders’ Equity (Deficit) (Unaudited)	4

Condensed Consolidated Statements of Cash Flows (Unaudited)	5

Notes to Unaudited Condensed Consolidated Financial Statements	6

Item 2 – Management’s Discussion and Analysis of Financial Condition and Results of Operations	34

Item 3 – Quantitative and Qualitative Disclosures About Market Risk	45

Item 4 – Controls and Procedures	45

Part II - Other Information

Item 5 – Other Information	45

Item 6 – Exhibits	46

Signatures	47

TABLE OF CONTENTS

		Page
PART I. FINANCIAL INFORMATION
Item 1.	Consolidated Financial Statements	1
	Consolidated Balance Sheets	1
	Consolidated Statements of Operations (Unaudited)	2
	Consolidated Statements of Changes in Shareholders’ Deficit (Unaudited)	3
	Consolidated Statements of Cash Flows (Unaudited)	4
	Notes to Unaudited Consolidated Financial Statements	5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	18
Item 4.	Controls and Procedures	18
PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	19
Item 1A.	Risk Factors	19
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds from Registered Securities	19
Item 3.	Defaults Upon Senior Securities	20
Item 4.	Mine Safety Disclosures	20
Item 5.	Other Information	20
Item 6.	Exhibits	20

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

ALPHAVEST ACQUISITION CORP

CONSOLIDATED BALANCE SHEETS

	September 30, 2025			December 31, 2024
	(Unaudited)
ASSETS
Current Assets:
Cash	$	3,713		$	4,215
Prepaid expenses		22,175			3,789
Total Current Assets		25,888			8,004
Marketable securities held in trust account		-			18,000,701
Cash held in trust escrow account		18,929,689			55,000
Total Assets	$	18,955,577		$	18,063,705
LIABILITIES, REDEEMABLE ORDINARY SHARES, AND SHAREHOLDERS’ DEFICIT
Current Liabilities:
Accounts payable and accrued expenses	$	903,092		$	488,308
Accrued underwriting discount		2,415,000			-
Other payable		70,000			125,000
Due to related party		45,968			9,837
Promissory notes – related party		558,326			507,046
Promissory notes – third party		1,272,411			623,449
Promissory notes		1,272,411			623,449
Total Current Liabilities		5,264,797			1,753,640
Total Liabilities		5,264,797			1,753,640
Commitments and contingencies		-			-
Ordinary shares subject to possible redemption (1,574,356 shares at $12.02 and $11.47 per share as of September 30, 2025 and December 31, 2024, respectively)		18,929,689			18,055,701
Shareholders’ Deficit:
Preferred shares, $0.0001 par value; 2,000,000 shares authorized; none issued and outstanding as of September 30, 2025 and December 31, 2024, respectively		-			-
Ordinary shares, $0.0001 par value; 200,000,000 shares authorized; 2,280,500 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively		228			228
Additional paid-in capital		-			-
Accumulated deficit		(5,239,137	)		(1,745,864	)
Total Shareholders’ Deficit		(5,238,909	)		(1,745,636	)
Total Liabilities, Redeemable Ordinary Shares, and Shareholders’ Deficit	$	18,955,577		$	18,063,705

The accompanying notes are an integral part of the unaudited consolidated financial statements.

~~ALPHAVEST~~Part ~~ACQUISITION~~I ~~CORP~~- Financial Information

~~CONSOLIDATED~~Item ~~STATEMENTS~~1 OF– ~~OPERATIONS~~Financial Statements

AMC ROBOTICS CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

	2025			2024			2025			2024
	March 31,			December 31,
	Three Months Ended September 30,						Nine Months Ended September 30,
	2026			2025
	2025			2024			2025			2024
		(Unaudited)
Formation and operating costs	$	2,816,519		$	182,580		$	3,163,276		$	566,903
ASSETS
Loss from operations		(2,816,519	)		(182,580	)		(3,163,276	)		(566,903	)
Current assets
Other Income (expenses):
Cash and cash equivalents	$	6,632,619		$	7,004,601
Interest income on investments held in trust account		165,168			684,600			543,988			1,893,221
Accounts receivable		505			427
Unrealized loss on investments held in trust account		-			-			-			(92,316	)
Accounts receivable - related party		3,114,877			2,065,890
Bank interest income		1			1			2			6
Accounts receivable		3,114,877			2,065,890
Total other income		165,169			684,601			543,990			1,800,911
Inventories, net		914,678			1,069,465
Net income (loss)	$	(2,651,350	)	$	502,021		$	(2,619,286	)	$	1,234,008
Prepaid expenses		270,958			355,467
Weighted average common stock outstanding, common stock subject to possible redemption		1,574,356			4,725,829			1,574,356			4,725,829
Other receivable		107			-
Basic and diluted net income (loss) per share, common stock subject to redemption	$	(0.63	)	$	0.13		$	(0.33	)	$	0.33
Other receivable - related party, net		192,999			475,909
Weighted average common stock outstanding, common stock, non-redeemable		2,280,500			2,280,500			2,280,500			2,280,500
Other receivable		192,999			475,909
Basic and diluted net loss per share, common stock, non-redeemable	$	(0.73	)	$	(0.06	)	$	(0.92	)	$	(0.14	)
Advance to suppliers		3,677			3,677
Advance to suppliers – related party		21,387			21,387
Advance to suppliers		21,387			21,387
Prepayment - related party (current)		51,844			60,000
Total current assets		11,203,651			11,056,823
Right-of-use asset		88,354			101,221
Other non-current assets		7,697			7,697
Prepayment - related party		-			6,845
TOTAL ASSETS	$	11,299,702		$	11,172,586
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable - related party	$	1,799		$	-
Accounts payable	$	1,799		$	-
Accrued and other liabilities		672,727			701,844
Tax payable		6,627			6,627
Other payable - related party		1,786			-
Other payable		1,786			-
Lease liability - current		58,120			57,349
Warranty liabilities - current		31,493			30,023
Total current liabilities		772,552			795,843
Lease liability - noncurrent		37,931			52,753
Warranty liabilities - noncurrent		6,839			6,810
TOTAL LIABILITIES		817,322			855,406
Stockholders’ equity
Common stock, $0.0001 par value, 100,000,000 shares authorized, 22,600,363 and 22,595,363 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively		2,260			2,260
Additional paid-in capital		37,673,115			37,653,029
Accumulated deficits		(27,192,508	)		(27,338,109)
Accumulated other comprehensive loss		(487	)		-
Total stockholders’ equity		10,482,380			10,317,180
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	11,299,702		$	11,172,586

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.

~~ALPHAVEST~~AMC ~~ACQUISITION~~ROBOTICS ~~CORP~~CORPORATION

~~CONSOLIDATED~~CONDENSED CONSOLIDATED STATEMENTS OF ~~CHANGES~~OPERATIONS INAND ~~SHAREHOLDERS’~~COMPREHENSIVE ~~DEFICIT~~INCOME (LOSS)

(UNAUDITED)

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2025

	2026			2025
	Three months ended
	March 31,
	2026			2025

REVENUES
Product revenue	$	102,018		$	1,221,803
Product revenue - related party		136,548			134
Revenue share – related party		946,050			570,588
Total Revenues		1,184,616			1,792,525
COST OF REVENUES
E-commerce platform expenses		(16,576	)		(355,968	)
Product cost - related party		(140,802	)		(909,624	)
Delivery and freight cost		(6,273	)		(13,178	)
Inventory impairment losses		(309	)		(25,425	)
Total Cost of Revenues		(163,960	)		(1,304,195	)
Gross Profit		1,020,656			488,330

OPERATING EXPENSES
General and administrative expenses		(854,786	)		(817,412	)
Sales and marketing expenses		(14,332	)		(404,112	)
Research and development expenses		(22,999	)		(14,559	)
Total Operating Expenses		(892,117	)		(1,236,083	)

INCOME (LOSS) FROM OPERATIONS		128,539			(747,753	)

OTHER INCOME (EXPENSES)
Other income - related party		-			683,898
Other income (loss), net		(9,490	)		7,185
Interest income		28,651			318
Interest expense		-			(16,502	)
Total Other Income , Net		19,161			674,899
INCOME (LOSS) BEFORE INCOME TAX		147,700			(72,854	)
Income tax expense		(2,099	)		(4,323	)
NET INCOME (LOSS)	$	145,601		$	(77,177	)
Other comprehensive loss		(487	)		(110	)
TOTAL COMPREHENSIVE INCOME (LOSS)	$	145,114		$	(77,287	)

NET INCOME (LOSS) PER SHARE: BASIC		0.01			(0.00	)
NET INCOME(LOSS) PER SHARE: DILUTED	$	0.01		$	(0.00	)
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC		22,596,196			18,000,000
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: DILUTED		24,810,555			18,000,000

	Ordinary shares		Amount		Additional paid-in capital		Accumulated deficit			Total shareholders’ deficit
Balance as of January 1, 2025		2,280,500	$	228	$	-		(1,745,864	)		(1,745,636	)
Accretion for ordinary shares subject to redemption amount (interest income)		-		-		-		(187,179	)		(187,179	)
Accretion for ordinary shares subject to redemption amount (extension deposit)		-		-		-		(165,000	)		(165,000	)
Net income		-		-		-		8,697			8,697
Balance as of March 31, 2025		2,280,500	$	228	$	-	$	(2,089,346	)	$	(2,089,118	)
Accretion for ordinary shares subject to redemption amount (interest income)		-		-		-		(191,641	)		(191,641	)
Accretion for ordinary shares subject to redemption amount (extension deposit)		-		-		-		(165,000	)		(165,000	)
Net income		-		-		-		23,368			23,368
Balance as of June 30, 2025		2,280,500	$	228	$	-	$	(2,422,619	)	$	(2,422,391	)
Accretion for ordinary shares subject to redemption amount (interest income)		-		-		-		(165,168	)		(165,168	)
Net loss		-		-		-		(2,651,350	)		(2,651,350	)
Balance as of September 30, 2025		2,280,500	$	228	$	-	$	(5,239,137	)	$	(5,238,909	)

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2024

	Ordinary shares		Amount		Additional paid-in capital		Accumulated deficit			Total shareholders’ deficit
Balance as of January 1, 2024		2,280,500	$	228	$	-	$	(325,050	)	$	(324,822	)
Accretion for ordinary shares subject to redemption amount (interest income)		-		-		-		(586,164	)		(586,164	)
Accretion for ordinary shares subject to redemption amount (extension deposit)		-		-		-		(55,000	)		(55,000	)
Net income		-		-		-		349,241			349,241
Balance as of March 31, 2024		2,280,500	$	228	$	-	$	(616,973	)	$	(616,745	)
Accretion for ordinary shares subject to redemption amount (interest income)		-		-		-		(530,141	)		(530,141	)
Accretion for ordinary shares subject to redemption amount (extension deposit)		-		-		-		(110,000	)		(110,000	)
Net income		-		-		-		382,746			382,746
Balance as of June 30, 2024		2,280,500	$	228	$	-	$	(874,368	)	$	(874,140	)
Balance		2,280,500	$	228	$	-	$	(874,368	)	$	(874,140	)
Accretion for ordinary shares subject to redemption amount (interest income)		-		-		-		(684,600	)		(684,600	)
Accretion for ordinary shares subject to redemption amount (extension deposit)		-		-		-		(220,000	)		(220,000	)
Net income		-		-		-		502,021			502,021
Net income (loss)		-		-		-		502,021			502,021
Balance as of September 30, 2024		2,280,500	$	228	$	-	$	(1,276,947	)	$	(1,276,719	)
Balance		2,280,500	$	228	$	-	$	(1,276,947	)	$	(1,276,719	)

The accompanying notes are an integral part of the unaudited consolidated financial statements.

~~ALPHAVEST~~AMC ~~ACQUISITION~~ROBOTICS ~~CORP~~CORPORATION

~~CONSOLIDATED~~CONDENSED CONSOLIDATED STATEMENTS OF ~~CASH~~CHANGES ~~FLOWS~~IN STOCKHOLDERS’ EQUITY (DEFICIT)

(UNAUDITED)

	2025			2024
	Number of Shares			Amount			Paid-in Capital		Accumulated Deficits			Comprehensive Loss			Total
	Nine Months Ended September 30,
	Common stock						Additional					Accumulated Other
	2025			2024
	Number of Shares			Amount			Paid-in Capital		Accumulated Deficits			Comprehensive Loss			Total
Cash flows from operating activities:
Balance as of January 1, 2025		18,000,000		$	1,800		$	142,899	$	(2,470,588	)	$	(5,726	)	$	(2,331,615	)
Net (loss) income	$	(2,619,286	)		1,234,008
Net loss		-			-			-		(77,177	)		-			(77,177	)
Adjustments to reconcile net (loss) income to net cash used in operating activities:
Other comprehensive loss		-			-			-		-			(110	)		(110	)
Trust investment income		(543,988	)		(1,893,221	)
Balance as of March 31, 2025		18,000,000		$	1,800		$	142,899	$	(2,547,765	)	$	(5,836	)	$	(2,408,902	)
Unrealized loss on investments held in trust account		-			92,316
Balance as of January 1, 2026		22,595,363		$	2,260		$	37,653,029	$	(27,338,109	)	$	-		$	10,317,180
Changes in operating assets and liabilities:
Issuance of shares from exercise of warrants		5,000			-			20,085		-			-			20,085
Prepaid expense		80,598			94,175
Net income		-			-			-		145,601						145,601
Accounts payable and accrued offering costs and expenses		631,043			366,677
Net income (loss)		-			-			-		145,601						145,601
Accrued underwriting discount		2,415,000			-
Other comprehensive loss		-			-			-		-			(487	)		(487	)
Promissory note – related party		-			14,580
Balance as of March 31, 2026		22,600,363		$	2,260		$	37,673,115	$	(27,192,508	)	$	(487	)	$	10,482,380
Other payable		-			70,000
Due to related party		36,131			-
Net cash used in operating activities		(502	)		(21,465	)
Cash flows from investing activities:
Cash deposited to trust account		(385,000	)		(330,000	)
Cash deposited to trust escrow account		-			(55,000	)
Net cash used in investing activities		(385,000	)		(385,000	)
Cash flows from financing activities:
Proceeds from promissory note - related party		-			55,000
Proceeds from promissory note - third party		385,000			330,000
Net cash provided by financing activities		385,000			385,000
Net change in cash		(502	)		(21,465	)
Cash at beginning of period		4,215			28,560
Cash at end of period	$	3,713			7,095
Supplemental disclosure of noncash investing and financing activities
Accretion for ordinary shares subject to redemption amount	$	873,988		$	2,185,905
Accrued expenses converted to promissory note – related party	$	52,000		$	188,587
Accrued expenses converted to promissory note – third party	$	164,978		$	45,000
Other payable converted to promissory note – third party	$	55,000		$	-
Prepaid expenses paid by promissory note – third party	$	98,984		$	81,000
Cash in trust account transferred to trust escrow account for closing	$	18,929,689		$	-

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.

~~ALPHAVEST~~AMC ~~ACQUISITION~~ROBOTICS ~~CORP~~CORPORATION

~~NOTES~~CONDENSED TOCONSOLIDATED ~~UNAUDITED~~STATEMENTS ~~CONSOLIDATED~~OF ~~FINANCIAL~~CASH ~~STATEMENTS~~FLOWS

~~NOTE 1 —ORGANIZATION AND BUSINESS OPERATIONS~~(UNAUDITED)

AlphaVest Acquisition Corp (the “Company”) was incorporated in the Cayman Islands on January 14, 2022. The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses (the “Business Combination”).

	2026			2025
	Three months ended
	March 31,
	2026			2025
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$	145,601		$	(77,177	)
Adjustments to reconcile net income (loss) to net cash (used in)/provided by operating activities:
Provision for warranty		1,499			9,426
Inventory impairment losses		(309	)		25,425
Non-cash lease expenses		12,867			-
Changes in operating assets and liabilities:
Accounts receivable		(78	)		(210,298	)
Accounts receivable - related party		(1,048,987	)		22,262
Inventories, net		155,096			1,038,114
Prepaid expenses		84,509			4,206
Other receivable		(107	)		-
Other receivable - related party, net		282,910			(67,348	)
Advance to suppliers		-			(6	)
Prepayment - related party		15,001			15,121
Accounts payable - related party		1,799			(756,323	)
Accrued and other liabilities		(29,116	)		195,425
Tax payable		-			(53	)
Other payable - related party		1,786			5,543
Warranty liabilities		-			(332	)
Lease liability		(14,051	)		-
Net cash (used in) / provided by operating activities	$	(391,580	)	$	203,985

CASH FLOWS FROM INVESTING ACTIVITIES
Repayment of note receivable - stockholder		-			15,862
Issuance of promissory note		-			(321,486	)
Net cash used in investing activities	$	-		$	(305,624	)

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from exercised warrants		20,085			-
Net cash provided by financing activities	$	20,085		$	-

Effect of changes of foreign exchange rate on cash and cash equivalent		(487	)		4,286

Net decrease in cash and cash equivalents		(371,982	)		(97,353	)
Cash and cash equivalents - beginning of the period		7,004,601			358,887
Cash and cash equivalents - end of the period	$	6,632,619		$	261,534

Supplemental Cash Flow Disclosures
Cash paid for interest expenses	$	-		$	-
Cash paid for income taxes	$	-		$	-

NON-CASH INVESTING AND FINANCING ACTIVITIES
Unpaid deferred offering cost	$	-		$	83,571

The ~~Company~~accompanying isnotes ~~not~~are ~~limited to a particular industry or sector for purposes of consummating a Business Combination. The Company is~~ an ~~early stage~~integral ~~and~~part ~~emerging growth company and, as such, the Company is subject to all~~ of the ~~risks~~unaudited ~~associated~~condensed ~~with~~consolidated ~~early~~financial ~~stage and emerging growth companies~~statements.

As of September 30, 2025, the Company had not commenced any operations. All activity through September 30, 2025 relates to the Company’s formation and the initial public offering (“IPO”) and initial business combination, which is described below. The Company will not generate any operating revenues until after the completion an initial Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income from the proceeds derived from the IPO. The Company has selected December 31 as its fiscal year end.

The registration statement for the Company’s IPO (the “Registration Statement”) was declared effective on December 19, 2022. On December 22, 2022, the Company consummated the IPO of 6,000,000 units, (“Units” and, with respect to the ordinary shares included in the Units being offered, the “Public Shares”), generating gross proceeds of $60,000,000, which is described in Note 3, and the sale of 390,000 Units (the “Private Placement Units”) at a price of $10.00 per Private Placement Unit in private placements to AlphaVest Holding LP (the “Sponsor”) that was closed simultaneously with the IPO.

Following the closing of the IPO on December 22, 2022, an amount of $61,200,000 ($10.20 per Unit) from the net proceeds of the sale of the Units in the IPO and the Private Placement (as defined in Note 4) was placed in the trust account. The funds held in the trust account may be invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), with a maturity of 185 days or less or in any open-ended investment company that holds itself out as a money market fund selected by the Company meeting the conditions of Rule 2a-7 of the Investment Company Act, as determined by the Company, until the earlier of: (i) the completion of a Business Combination or (ii) the distribution of the trust account, as described below.

On December 29, 2022, EarlyBirdCapital, Inc. (“EBC”) fully exercised their over-allotment option, resulting in an additional 900,000 Units issued for an aggregate amount of $9,000,000. In connection with EBC’s full exercise of their over-allotment option, the Company also consummated the sale of an additional 40,500 Private Units at $10.00 per Private Unit, generating total proceeds of $405,000.

The Company will have until the last Extended Date, January 22, 2026 to consummate a Business Combination (the “Combination Period”). However, if the Company has not completed a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem 100% of the Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the trust account, including interest earned and not previously released to us to pay our taxes, if any (less up to $100,000 of interest to pay dissolution expenses), divided by the number of then issued and outstanding Public Shares, which redemption will completely extinguish the rights of the Public Shareholders as shareholders (including the right to receive further liquidating distributions, if any), and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining Public Shareholders and its Board of Directors, liquidate and dissolve, subject in each case to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law.

Extension

On December 21, 2023, the Company held a special meeting of shareholders, at which the Company’s shareholders approved (i) an amendment to the Company’s amended and restated certificate of incorporation (the “Extension Amendment”) and (ii) an amendment (the “Trust Agreement Amendment”) to the Investment Management Trust Agreement, dated December 19, 2022, with Continental Stock Transfer & Trust Company. Pursuant to the Trust Agreement Amendment, the Company has extended the date by which it has to complete a business combination from December 22, 2023 (the “Termination Date”) up to 10 times, with the first extension comprised of three months, and the subsequent 9 extensions comprised of one month each from the Termination Date, or extended date, as applicable, to December 22, 2024. In connection with the shareholders’ vote at the special meeting, an aggregate of 2,174,171 shares with redemption value of approximately $23,282,936 (approximately $10.71 per share) of the Company’s ordinary shares were tendered for redemption.

OnAMC ~~December~~ROBOTICS 18, 2024, the Company held another extraordinary general meeting (the “2024 Extraordinary General Meeting”) at which the shareholders of the Company voted on three proposals: (i) a proposal, by special resolution, to amend the Company’s Second Amended and Restated Memorandum and Articles of Association to (a) extend the date by which the Company must consummate a business combination up to nine (9) times from December 22, 2024 to September 22, 2025 (the “Revised Termination Date”), each by an additional one (1) month, for a total of up to nine (9) months, assuming a business combination has not occurred, and (b) delete the provision (the “Redemption Limitation”) that the Company shall not redeem public shares to the extent that such redemption would cause the Company’s net tangible assets to be less than $5,000,001; (ii) a proposal, by ordinary resolution, to further amend the Trust Agreement to effectuate the foregoing extension and depositing into the Trust Account $55,000 per one-month extension two (2) days prior to such extension (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; and (iii) a proposal, by ordinary resolution, to adjourn the 2024 Extraordinary General Meeting, to a later date or dates, if necessary. In connection with the shareholders’ vote at the 2024 Extraordinary General Meeting, shareholders of 3,151,473 ordinary shares of the Company exercised their right to redeem such shares (the “2024 Redemption”) for a pro rata portion of the funds held in the Trust Account. As a result, approximately $35,956,676 (approximately $11.41 per share) was removed from the Trust Account to pay such holders and approximately $17,962,587 remained in the Trust Account. Following the 2024 Redemptions, the Company had 3,854,856 ordinary shares outstanding.CORPORATION

OnNotes ~~September 19, 2025, the Company held another extraordinary general meeting (the “2025 Extension Meeting”)~~ to ~~approve~~CONSOLIDATED afinancial ~~proposal to~~statements ~~extend the time the Company had to consummate its initial Business Combination from September 22, 2025 up to four~~ (4UNAUDITED) times, to January 22, 2026, and deposit into the trust account $55,000 for each monthly extension. The Company filed a supplement to its proxy statement which clarified certain procedures related to shareholders wishing to redeem their ordinary shares in connection with the 2025 Extension Meeting and/or the Company’s business combination. See below “Proposed Business Combination” for redemption details.

On December 21, 2023, the Company issued a promissory note to Alphavest Holding LP, one of the Sponsors, pursuant to which the Company could borrow an aggregate of $165,000 (the “Extension Note”) to cover expenses in connection with the extension of Business Combination Period1. ~~Principal~~ORGANIZATION ofAND ~~this~~BUSINESS Extension Note may be drawn down from time to time prior to the Maturity Date upon written request from the Company. On April 15, 2024, the Company amended and restated the Extension Note to increase the principal amount to $715,000 and extend the maturity date to the earlier of : (i) September 12, 2024 or (ii) promptly after the date of the consummation of the business combination. On October 25, 2024, the Extension Note was further amended and restated to extend the maturity date to promptly after the date the business combination is consummated.BACKGROUND

OnOrganization May 2, 2024, the Company issued a promissory note to a potential target, pursuant to which the Company could borrow an aggregate of $440,000 (the “Extension Note 2”) to cover expenses in connection with the extension of Business Combination Period. Principal of this Extension Note 2 may be drawn down from time to time prior to the Maturity Date upon written request from the Company. On January 6, 2025, the promissory note was amended and restated to extend the maturity date to promptly after the date the business combination is consummated. On March 25, 2025, the promissory note was further amended to increase the principal amount to $935,000.Business

AsAMC ofRobotics ~~November~~Corporation ~~19,~~(formerly ~~2025,~~known anas ~~aggregate~~AlphaVest ofAcquisition ~~$1,265,000~~Corp.) ~~was deposited~~(the ~~into~~“Company”) ~~trust~~is ~~account~~a Delaware corporation and ~~trust~~a ~~escrow~~publicly traded ~~account,~~holding tocompany. ~~extend~~The ~~the~~Company ~~business~~conducts ~~combination~~its ~~period~~operations tothrough ~~November~~its ~~22,~~wholly ~~2025~~owned subsidiaries.

~~Proposed~~The ~~Business~~Company ~~Combination~~and its consolidated subsidiaries as of March 31, 2026 are as follows:

~~On August~~ SCHEDULE ~~11,~~OF ~~2023,~~COMPANY ~~the~~AND ~~Company~~ITS ~~(at~~SUBSIDIARIES ~~and~~AND ~~after~~CONSOLIDATED the Merger Effective Date, “PubCo”) entered into a business combination agreement (the “Business Combination Agreement”) with AV Merger Sub, a Cayman Islands exempted company and a direct wholly owned subsidiary of the Company (“Merger Sub”), and Wanshun Technology Industrial Group Limited, a Cayman Islands exempted company (“Wanshun”).ENTITIES

On March 18, 2024, the Company delivered to Wanshun a Notice of Termination of Business Combination (the “Termination”), in which the Business Combination Agreement was terminated pursuant to Section 8.1(e) of the Business Combination Agreement. The termination of the Business Combination Agreement is effective as of March 18, 2024.

Company Name	Date of Incorporation	Place of Incorporation	Ownership Interest	Principal Activities
AMC Robotics Corporation (F/K/A AlphaVest Acquisition Corp.)	January 14, 2022	Delaware, USA	-	Public holding company
AMC Corporation	October 21, 2021	Washington, USA	100%	Sale of security camera products
AMCV Company Limited	January 5, 2026	Vietnam	100%	Manufacturing and operational support

~~For~~AMC ~~additional~~Corporation ~~information~~(“AMC” ~~regarding~~or the ~~Transactions,~~“Predecessor”) ~~the~~was ~~Business~~incorporated ~~Combination~~in ~~Agreement,~~the ~~Notice~~State of ~~Termination~~Washington ofon ~~Business~~October ~~Combination~~21, 2021. The ~~and~~Company ~~Wanshun,~~designs ~~see~~and ~~the~~sells ~~most~~residential ~~recent~~and ~~Annual~~small-business ~~Report~~security oncamera ~~Form~~products, ~~10-K~~including indoor and ~~Current~~outdoor ~~Reports~~camera ondevices, ~~Form~~which are ~~8-K~~sourced ~~filed~~from bysuppliers ~~the~~in ~~Company~~Asia ~~with~~and ~~the~~sold ~~SEC~~primarily onthrough ~~August 14,~~e-commerce ~~2023,~~platforms ~~August~~in ~~17,~~the ~~2023~~United ~~and~~States, ~~March 25~~Canada, ~~2024~~and Europe.

Formation of New Subsidiary

On January 5, 2026, the Company established a wholly owned subsidiary, AMCV Company Limited (“AMCV”), in Vietnam to support manufacturing and operational activities related to the Company’s robotics products. As of March 31, 2026, AMCV had not commenced material revenue-generating operations. The Company has begun initial operational setup activities, including administrative, hiring, and procurement functions. The accompanying unaudited condensed consolidated financial statements include the accounts of AMCV from its date of incorporation, and its impact on the Company’s financial position as of March 31, 2026 and results of operations for the period from its date of incorporation through March 31, 2026 was not material.

Reverse Recapitalization and Basis of Presentation

On December 9, 2025, the Company consummated a business combination (“Business Combination”) with AlphaVest Acquisition Corp., a special purpose acquisition company (the “SPAC” or “AlphaVest”). The transaction was accounted for as a reverse recapitalization in accordance with ASC 805-40, with AMC determined to be the accounting acquirer.

Under this method of accounting, the transaction is treated as a capital transaction rather than a business combination. Accordingly, the assets and liabilities of AlphaVest were recognized at their historical carrying values, with no goodwill or identifiable intangible assets recorded. AlphaVest’s historical equity accounts were eliminated, and the equity structure was retroactively adjusted to reflect that of the combined company. The net assets received from AlphaVest were recognized as a capital contribution, with the offset recorded within additional paid-in capital (“APIC”).

OnAs ~~May 2, 2024, the Company issued~~ a ~~promissory note to AMC (defined below) (the “Extension Note 2”)~~result, ~~pursuant to which~~ the ~~Company~~ ~~could~~unaudited ~~borrow~~condensed anconsolidated ~~aggregate~~financial ofstatements ~~$440,000~~represent toa ~~cover~~continuation ~~expenses in connection with the extension~~ of Business Combination Period. The Extension Note 2 bears no interest. The entire unpaid principal balance of this Note shall be payable on the earlier of: (i) December 12, 2024 or (ii) promptly after the date on which Maker consummates an initial business combination. Upon receiving due notification by the Company of the closing of a business combination, AMC’s ~~shall~~historical ~~convert~~financial the unpaid principal balance under Extension Note 2 into a number of shares of non-transferable, non-redeemable, ordinary shares of the Company equal to: (x) the principal amount of this Extension Note 2 being converted, divided by (y) the conversion price of Ten Dollars ($10statements.~~00), rounded up to the nearest whole number of shares,~~ ~~with~~All ~~such~~share ~~conversion to be effective immediately prior to the closing the such business combination. On January 6, 2025, the promissory note was amended~~ and ~~restated~~per-share toinformation ~~extend~~has ~~the~~been ~~maturity~~retroactively ~~date~~adjusted to ~~promptly~~reflect ~~after~~ the ~~date~~legal ~~the~~capital ~~business~~structure ~~combination is consummated. On March 25, 2025, the promissory note was further amended to increase the principal amount to $935,000. As~~ of ~~September~~AMC ~~30,~~Robotics ~~2025 and December~~Corporation ~~31,~~for ~~2024,~~all ~~$825,000~~periods ~~and $440,000 were outstanding, respectively~~presented.

~~On May 2, 2024, the Company issued a promissory note to AMC (the “Promissory Note 2”), pursuant to which the Company could borrow up to an aggregate of $126,000.~~ The ~~Promissory Note 2 bears no interest. The entire unpaid principal balance of this Promissory Note~~ 2significant ~~shall~~equity betransactions ~~payable~~completed onin ~~the~~connection ~~earlier~~with ~~of: (i) December 12, 2024 or (ii) promptly after~~ the ~~date~~Business ~~on which Maker consummates an initial business combination. Upon receiving due notification by the Company of the closing of a business combination~~Combination, ~~AMC~~including ~~shall convert~~ the ~~unpaid~~issuance ~~principal balance under Promissory Note 2 into a number~~ of shares ~~of non-transferable, non-redeemable, ordinary shares of the Company equal~~ to~~: (x)~~ ~~the~~public ~~principal amount of this Promissory Note 2 being converted~~shareholders, ~~divided by (y) the conversion price of Ten Dollars ($10.00), rounded~~ upPIPE ~~to the nearest whole number of shares~~investors, ~~with~~sponsor ~~such~~and ~~conversion~~founder ~~to be effective immediately prior to the closing the such business combination. On January 6~~shareholders, ~~2025, the promissory note was amended~~ and ~~restated to extend~~ the ~~maturity~~conversion ~~date to promptly after the date the business combination is consummated. As~~ of ~~September~~sponsor-related 30instruments, ~~2025~~are ~~and~~disclosed ~~December~~in ~~31,~~Note ~~2024,~~11 ~~$126,000~~– Stockholders’ ~~was outstanding~~Equity.

OnAs ~~August~~of 16December 31, ~~2024~~2025, the Company ~~entered~~had ~~into a business combination agreement (the “Merger Agreement”) with AV Merger Sub~~22,595,363 ~~wholly owned~~shares ~~subsidiary~~ of ~~the~~common ~~Company~~stock ~~(“Merger~~issued ~~Sub”),~~ and ~~AMC Corporation, a Washington corporation (“AMC”)~~outstanding. ~~Upon~~During the ~~terms~~ ~~and~~three ~~subject~~months toended ~~the~~March ~~conditions of the Merger Agreement~~31, ~~and in accordance with applicable law~~ 2026, ~~Merger~~there ~~Sub~~were ~~will~~no ~~merge~~significant ~~with~~changes ~~AMC,~~to ~~with AMC surviving~~ the ~~merger as a wholly owned subsidiary of the~~ Company.’s Oncapital ~~June 25~~structure, ~~2025,~~except ~~the~~for ~~Company entered into an Amendment to~~ the ~~Merger~~ ~~Agreement,~~exercise toof ~~(i) increase the enterprise value from $175~~5,000~~,000~~ towarrants ~~$180~~for 5,000~~,000 and (ii) extend the termination date of the~~ ~~Merger~~common ~~Agreement to December 31, 2025~~shares.

OnVariable ~~October~~Interest 11, 2024, the Company issued a third non-interest-bearing promissory note to AMC (the “Promissory 3”) pursuant to which the Company could borrow up to an aggregate of $100,000 to cover the Company’s working capital requirements. The promissory note is due and payable on the earlier of: (i) December 31, 2024, or (ii) promptly after the date on which the business combination is consummated. On January 6, 2025, the promissory note was amended and restated to (i) extend the maturity date to promptly after the date the business combination is consummated, and (ii) increase the principal amount to $200,000. On April 13, 2025, the Company further amended and restated the promissory note to extend the principal amount of the note to $350,000. As of September 30, 2025 and December 31, 2024, $321,411 and $57,449 were outstanding.Entities

~~The~~Historically, the Company’s ~~Registration~~conducted ~~Statement~~certain one-commerce ~~Form~~operations ~~S-4~~through contractual arrangements with Shanghai Xiaoyun Technology Limited (“~~S-4~~Xiaoyun”) and ~~was~~Kunshan ~~declared~~Yishijue ~~effective~~Technology onLimited ~~August 11~~(“Yishijue”), ~~2025.~~which Aswere ofdetermined ~~the~~to ~~filing~~be ~~date,~~variable interest entities (“VIEs”) ~~the~~under ~~business~~ASC ~~combination~~810. ~~remained~~The ~~pending,~~Company ~~awaiting~~was ~~required~~previously ~~regulatory~~the ~~approvals~~primary beneficiary and consolidated these entities.

On ~~September~~December 51, 2025, the Company ~~held~~terminated ~~an extraordinary general meeting to approve~~ the ~~business~~contractual ~~combination~~arrangements with ~~AMC~~Xiaoyun ~~(the~~and ~~“Business Combination~~Yishijue ~~Meeting).~~and Attransferred the ~~meeting,~~ownership ~~all~~and ~~proposals were approved by shareholders. In connection with the shareholders’ vote at~~operational ~~the~~control ~~2025 Extension Meeting, 1,937 ordinary shares~~ of the ~~Company~~related ~~exercised~~e-commerce ~~their~~platform ~~right~~accounts to ~~redeem such shares for a pro rata portion of~~ the ~~funds held in the Trust Account~~Company. InAs ~~connection with the Business Combination Meeting, shareholders holding an aggregate of 214,445 Ordinary Shares exercised their right to redeem such shares for~~ a ~~pro rata portion of the funds in the Trust Account. Shareholders holding 631~~result,~~972~~ ~~ordinary shares of~~ the Company ~~exercised~~ceased ~~their right~~ to ~~redeem~~be ~~such shares for a pro rata portion of~~ the ~~funds~~primary ~~held~~beneficiary ~~in the~~and ~~trust~~deconsolidated ~~account~~these inentities ~~connection~~as ~~with both the 2025 Extension Meeting and the Business Combination Meeting, for a total~~ of ~~848,354~~that ~~ordinary shares submitted their shares for Redemption~~date. ~~Following the aforementioned redemptions, the Company will have 3,006,502 ordinary shares outstanding.~~

Accordingly, as of March 31, 2026, the Company does not have any VIEs and does not have any continuing involvement with or exposure to losses from Xiaoyun or Yishijue.

2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation and Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, certain information and disclosures normally included in annual financial statements have been condensed or omitted.

In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of the financial position, results of operations, and cash flows for the interim periods presented have been included. The results of operations for the three months ended March 31, 2026, are not necessarily indicative of the results that may be expected for the full year ending December 31, 2026.

These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.

~~Going~~The ~~Concern~~Company’s ~~Consideration~~fiscal ~~and~~year-end ~~Management~~date ~~Liquidity~~is ~~Plans~~December 31.

As of September 30, 2025, the Company had cash of $3,713 and working capital deficit of $5,238,909. Subsequent to the consummation of the IPO, the Company expects to continue to incur significant professional costs to remain as a publicly traded company and to incur significant transaction costs in pursuit of the consummation of a Business Combination. The Company expects that it will need additional capital to satisfy its needs for paying these costs. Although certain of the Company’s initial shareholders or their affiliates may loan the Company funds, there’s no guarantee that the Company will receive such funds.

In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standards Update (“ASU”) 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” management believes that the Company will not have sufficient working capital to meet its needs through the earlier of the consummation of the initial Business Combination or one year from the issuance date of this financial statements. There is no assurance that the Company’s plan to consummate a business combination will be successful. If a Business Combination is not consummated by the relevant period, there will be a mandatory liquidation and subsequent dissolution. As a result, there is substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued or are available to be issued. The consolidated financial statement does not include any adjustments that might result from the outcome of the uncertainty.

NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the requirements of the U.S. Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted and should be read in conjunction with the Company’s latest annual financial statements. These unaudited consolidated financial statements have been prepared on the same basis as the Company’s annual financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for the fair statement of the Company’s financial information. These interim results are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2025, or for any other interim period or for any other future year.

Principles of Consolidation

The unaudited consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany accounts and transactions are eliminated upon consolidation.

Emerging Growth Company

The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended (the “Securities Act”), as modified by the Jumpstart Our Business Startups Act of 2012, as amended (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved.

Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

Use of Estimates

The preparation of ~~the unaudited consolidated~~ financial ~~statement~~statements in conformity with USaccounting ~~GAAP~~principles ~~requires~~generally accepted in the ~~Company’s~~United ~~management~~States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and ~~liabilities~~ liabilities at the date the financial statements and the reported amount of revenues and expenses during the ~~consolidated~~reporting ~~financial~~period. ~~statement~~Management makes these estimates using the best information available at the time the estimates are made; however actual results could differ from those estimates. Significant items subject to such estimates and assumptions include, but are not limited to, allowance for credit losses, valuation of inventory, estimated replacement rates to calculate warranty liabilities and warranty expenses.

~~Making~~Foreign ~~estimates~~Currency requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the consolidated financial statement, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.translation

~~Cash~~The Company’s reporting currency is the U.S. dollar (“USD”). The functional currency of AMC Robotics Corporation and ~~cash~~its wholly ~~equivalents~~owned U.S. subsidiary is USD. The functional currency of the Company’s Vietnam subsidiary, AMCV Company Limited (“AMCV”), is the Vietnamese Dong (“VND”).

~~The~~Transactions ~~Company~~denominated ~~considers~~in ~~all~~currencies ~~short-term~~other ~~investments~~than ~~with~~the anfunctional ~~original~~currency ~~maturity~~are oftranslated ~~three~~at ~~months~~exchange orrates ~~less~~prevailing ~~when~~on ~~purchased~~the totransaction bedates, ~~cash equivalents.~~with ~~The~~resulting ~~Company~~gains ~~had~~and alosses ~~cash~~recorded ~~balance~~in ofother ~~$3,713~~income ~~and~~(expense). ~~$4,215~~Assets asand liabilities of ~~September~~foreign 30operations are translated into USD at period-end exchange rates, ~~2025~~while revenues and ~~December~~expenses ~~31,~~are ~~2024,~~translated ~~respectively~~at average exchange rates for the period. Translation adjustments are recorded in accumulated other comprehensive income (loss).

~~Investments~~For ~~Held~~the inthree ~~Trust~~months ~~Account~~ended March 31, 2026, the Company used the following exchange rates for its Vietnam subsidiary:

~~The Company’s~~ SCHEDULE ~~portfolio~~OF ofFOREIGN ~~investments~~CURRENCY held in the trust account is comprised of investments only in U.S. government securities with a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act which invest only in direct U.S. government treasury obligations. The Company’s investments held in the trust account are classified as trading securities. Trading securities are presented on the balance sheet at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of investments held in trust account are included in interest earned on marketable securities held in trust account in the accompanying statements of operations. The estimated fair value of investments held in the trust account is determined using available market information. As of September 30, 2025 and December 31, 2024, the trust escrow account and trust account had balance of $18,929,689 and $18,000,701, respectively. The interest earned from the trust account totaled $165,168 and $684,600 for three months ended September 30, 2025 and 2024, respectively, and $543,988 and $1,800,905 for nine months ended September 30, 2025 and 2024, respectively. Prior to September 2025, funds held in trust account were fully reinvested into the trust account as earned and unrealized gain on investments and therefore presented as an adjustment to the operating activities in the Consolidated Statement of Cash Flows. In September 2025, the Company transferred the funds from the trust account to trust escrow account in connection with the upcoming business combination closing, at which point the funds ceased to be invested and no longer generate gain on investment.TRANSLATION

Income Taxes

Period ended March 31, 2026
Balance sheet, except for equity accounts	₫	26,237	VND to $1 USD
Income statement and cash flows	₫	26,167	VND to $1 USD

~~The~~As ~~Company~~a ~~follows~~result ~~the~~of ~~asset~~applying ~~and~~the ~~liability~~above ~~method~~translation ofmethodology, ~~accounting~~the ~~for~~Company ~~income~~recorded ~~taxes~~a ~~under~~foreign ~~ASC~~currency ~~740,~~translation ~~“Income~~loss ~~Taxes.”~~of ~~Deferred~~approximately $487 ~~tax~~for ~~assets~~the ~~and~~three ~~liabilities~~months ~~are~~ended ~~recognized~~March ~~for~~31, ~~the~~2026, ~~estimated~~which ~~future~~is ~~tax~~included ~~consequences~~in ~~attributable~~accumulated toother ~~differences~~comprehensive ~~between~~loss in the ~~financial statements~~unaudited ~~carrying~~condensed ~~amounts~~consolidated balance ofsheets ~~existing~~and ~~assets~~in ~~and~~other ~~liabilities~~comprehensive ~~and~~loss ~~their~~in ~~respective~~the ~~tax~~condensed ~~bases.~~consolidated ~~Deferred~~statements ~~tax~~of ~~assets~~operations and ~~liabilities~~comprehensive ~~are~~income (loss). ~~measured~~This ~~using~~translation ~~enacted~~adjustment ~~tax~~primarily ~~rates~~relates ~~expected~~ to ~~apply~~the toCompany’s ~~taxable~~investment ~~income~~ in ~~the~~its ~~years~~Vietnam insubsidiary, ~~which~~AMCV ~~those~~Company ~~temporary~~Limited, ~~differences~~whose net assets are ~~expected~~denominated ~~to be~~in ~~recovered~~Vietnamese ~~or settled~~Dong. The ~~effect~~adjustment onarises ~~deferred~~from ~~tax~~translating ~~assets~~AMCV’s ~~and~~net ~~liabilities~~assets ofat aperiod-end ~~change in tax~~ exchange rates iswhile ~~recognized~~equity inbalances ~~income in the period that included the enactment date. Valuation allowances~~ are ~~established,~~maintained ~~when~~at ~~necessary,~~historical toexchange ~~reduce~~rates ~~deferred~~in ~~tax~~accordance ~~assets~~with toASC ~~the amount expected to be realized~~830.

~~ASC~~Prior ~~740~~to ~~prescribes~~the adeconsolidation ~~recognition~~of ~~threshold~~Shanghai ~~and~~Xiaoyun aTechnology ~~measurement~~Limited ~~attribute~~and ~~for~~Kunshan ~~the~~Yishijue ~~financial~~Technology ~~statement~~Limited ~~recognition~~on ~~and~~December ~~measurement~~1, of2025, ~~tax~~these ~~positions~~VIE ~~taken~~entities orused ~~expected~~the toRenminbi be(“RMB”) ~~taken~~as intheir afunctional ~~tax return~~currency. ~~For~~Assets ~~those~~and ~~benefits~~liabilities towere betranslated ~~recognized,~~at aperiod-end ~~tax~~exchange rates, ~~position~~while ~~must~~revenues beand ~~more~~expenses ~~likely~~were ~~than~~translated ~~not~~at toaverage ~~be sustained~~exchange ~~upon~~rates ~~examination~~during bythe ~~taxing authorities~~period. ~~The~~For ~~Company~~the ~~recognizes~~three ~~accrued~~months ~~interest~~ended ~~and~~March ~~penalties related to unrecognized tax benefits~~31, as2025, ~~income~~the ~~tax~~Company ~~expense.~~recognized ~~There~~a ~~were~~foreign nocurrency ~~unrecognized~~exchange ~~tax~~loss ~~benefits~~of ~~and~~approximately no$110, ~~amounts~~which ~~accrued~~was ~~for~~included ~~interest~~in ~~and~~other ~~penalties~~income ~~as of September 30~~(expense), ~~2025~~ ~~and December 31, 2024~~net. The ~~Company~~following istable ~~currently~~presents ~~not~~the ~~aware~~RMB ofexchange ~~any~~rates ~~issues~~used ~~under~~for ~~review~~translation ~~that~~purposes ~~could~~during ~~result~~the inthree ~~significant~~months ~~payments, accruals~~ended orMarch ~~material~~31, ~~deviation from its position.~~2025:

Balance sheet, except for equity accounts		￥	7.2606				RMB to $1 USD
Income statement and cash flows		￥	7.2757				RMB to $1 USD

Cash and Cash Equivalents

Cash consists of cash on deposit with financial institutions that is unrestricted as to withdrawal or use. Cash equivalents include highly liquid investments with original maturities of three months or less at the time of purchase.

For purposes of the unaudited condensed consolidated statements of cash flows, the Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Cash equivalents primarily consist of investments in money market funds.

As of March 31, 2026 and December 31, 2025, the Company had cash and cash equivalent balances of $6,632,619 and $7,004,601, respectively. Cash equivalents include investments in money market funds with original maturities of three months or less.

The Company maintains its cash balances with financial institutions in the United States. These balances may, at times, exceed federally insured limits of $250,000 per depositor per financial institution provided by the Federal Deposit Insurance Corporation (“FDIC”). A portion of these balances, including amounts held in money market accounts, were not insured by the FDIC. The Company has not experienced any losses on these accounts and management believes the Company is not exposed to significant credit risk on such balances.

Accounts receivable and Accounts receivable - related party

Accounts receivable is stated at the amount the Company expects to collect from customers through e-commerce platforms. Accounts receivable - related party primarily represents amounts due from Kami Vision Incorporated (“Kami”) under revenue-sharing and service arrangements. Refer to Note 6 - - Related Party Balances and Transactions.

The Company evaluates expected credit losses on accounts receivable, including related party balances, using a loss-rate method in accordance with ASC 326, which considers historical loss experience, current conditions, and reasonable and supportable forecasts.

As of March 31, 2026 and December 31, 2025, no allowance for expected credit losses was recorded, as substantially all receivables are due from customers and related parties with ongoing business relationships and are subject to regular settlement, and historical credit losses have been insignificant. The Company writes off receivables when collection is no longer considered probable. To date, the Company has not experienced material credit losses on accounts receivable or accounts receivable - related party.

Other receivable - related party

Other receivables - related party primarily consist of amounts due from Kami Vision Incorporated (“Kami”) for marketing-related activities and from Ants Technology (HK) Limited (“Ants”) for operational and settlement-related transactions. The balances presented in the condensed consolidated balance sheets are net of any allowance for expected credit losses. Refer to Note 6 - Related Party Balances and Transactions.

The Company evaluates expected credit losses on other receivables - related party in accordance with ASC 326 using a loss-rate method, as described in “Accounts Receivable and Accounts Receivable - Related Party.”

As of March 31, 2026 and December 31, 2025, no allowance for expected credit losses was recorded, as management determined that the risk of non-collection is not significant based on historical experience and ongoing settlement activity.

Inventories, net

Inventories consist primarily of finished goods and include product costs and freight-in costs. Product costs are determined using the moving average cost method. Freight-in costs are capitalized as part of inventory and allocated to products based on average cost per unit.

Inventories are stated at the lower of cost or net realizable value (“NRV”). The Company evaluates inventories on a periodic basis and records write-downs when the carrying value exceeds estimated NRV due to factors such as obsolescence, changes in demand, or market conditions. NRV is defined as the estimated selling price in the ordinary course of business less reasonably predictable costs of completion, disposal, and transportation. Any write-downs are recorded in cost of revenues in the period identified.

A significant portion of the Company’s inventories is purchased from related parties, including ZKCam Technology Limited. Refer to Note 6 - Related Party Balances and Transactions and Note 10 - Concentration Risk for additional information. The Company has obtained extended payment terms from these suppliers, which may exceed standard commercial terms.

Revenue

The Company generated revenues of $1,184,616 and $1,792,525 for the three months ended March 31, 2026 and 2025, respectively.

SCHEDULE OF REVENUE

	2026		2025
	Three months ended
	March 31,
	2026		2025
Revenues
Product revenue	$	102,018	$	1,221,803
Product revenue - related party		136,548		134
Revenue share - related party		756,008		570,588
Intelligent Information Service - related party		157,382		-
AI Service Sharing - related party		32,660		-
Total revenues	$	1,184,616	$	1,792,525

The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers. Revenue is recognized when control of promised goods or services is transferred to customers in an amount that reflects the consideration to which the Company expects to be entitled. The Company applies the five-step model to each of its revenue streams, as described below. Revenue is reported net of value added taxes.

Revenue Recognition

Product Revenue

The Company generates product revenue from both third-party customers and related parties, including ZKCam Technology Limited., Shanghai Xiaoyun Technology Co., Ltd. and Kunshan Technology Co., Ltd.

~~There~~For isproduct ~~currently~~sales novia ~~taxation~~e-commerce ~~imposed~~platforms, onprimarily ~~income~~Amazon, byas ~~the~~well ~~Government~~as ofdirect ~~the~~sales ~~Cayman~~to ~~Islands~~customers, contracts are established through customer orders. InThe ~~accordance~~Company ~~with~~has ~~Cayman~~a ~~income~~single ~~tax~~performance ~~regulations~~obligation to deliver products to customers. The transaction price is the fixed sales price, ~~income~~net ~~taxes~~of ~~are~~promotional ~~not~~discounts ~~levied~~offered on the ~~Company~~platforms. ~~Consequently,~~As ~~income~~there ~~taxes~~is ~~are~~a ~~not~~single ~~reflected~~performance inobligation, the ~~Company’s~~transaction ~~consolidated~~price ~~financial~~is fully allocated ~~statement~~to product delivery.

~~Net~~Revenue ~~Income~~is ~~(Loss)~~recognized ~~per~~at ~~Ordinary~~a ~~Shares~~point in time when control of the products transfers to the customer, which is generally upon shipment. E-commerce platforms facilitate shipping and collection; however, the Company retains control of the products prior to transfer.

~~The Company complies with accounting and disclosure requirements of FASB ASC 260, Earnings Per Share. The consolidated statements of~~For ~~operations~~product ~~include~~sales ~~a presentation of income (loss) per redeemable share and income (loss) per non-redeemable share following the two-class method of income per share. In order~~ to ~~determine~~related ~~the~~parties, ~~net~~including ~~income~~Kami ~~(loss) attributable to both the redeemable shares~~ and ~~non-redeemable shares~~ZKCam, the ~~Company~~terms ~~first~~are ~~considered~~generally ~~the~~consistent ~~undistributed~~with ~~income~~those ~~(loss)~~of ~~allocable to both the redeemable shares and non~~third-~~redeemable~~party ~~shares and the undistributed income (loss) is calculated using the total net loss less any dividends paid~~transactions. The Company ~~then~~recognized ~~allocated~~ the ~~undistributed income~~revenue ~~(loss)~~from ~~ratably~~product ~~based~~sales on- ~~the~~related ~~weighted~~party ~~average~~at ~~number~~a ofpoint ~~shares~~in ~~outstanding~~time ~~between~~when ~~the~~control ~~redeemable and non-redeemable shares. Any remeasurement~~ of the ~~accretion~~products tois ~~redemption value of the common shares subject to possible redemption was considered to be dividends~~transferred ~~paid~~ to the ~~public~~related ~~shareholders.~~party ~~As of September 30~~customer, ~~2025,~~which ~~the~~is ~~Company~~generally ~~did~~upon ~~not~~shipment ~~have any dilutive securities and other contracts that could, potentially, be exercised~~ or ~~converted into ordinary shares and then share in the earnings of the Company. As a result~~delivery, ~~diluted income~~depending ~~(loss)~~on ~~per share is~~ the ~~same~~contractual ~~as basic income (loss) per share for the period presented~~terms.

~~The~~Payments ~~net~~are ~~income~~typically ~~(loss)~~received ~~per~~within ~~share~~3 ~~presented~~to in14 ~~the~~days ~~statements~~after ofshipment ~~operations~~for ise-commerce sales or based on ~~the~~agreed ~~following:~~terms for related party transactions. As payments are not generally received in advance, no deferred revenue is recorded.

~~SCHEDULE~~Revenue OFShare ~~NET~~– ~~INCOME~~Related Party (~~LOSS~~Kami) ~~PER SHARE~~

	2025			2024			2025			2024
	Three Months Ended September 30,						Nine Months Ended September 30,
	2025			2024			2025			2024
Net income (loss)	$	(2,651,350	)	$	502,021		$	(2,619,286	)	$	1,234,008
Accretion of temporary equity into redemption value (interest earned)		(165,168	)		(684,600	)		(543,988	)		(1,800,904	)
Accretion of temporary equity into redemption value (extension deposit)		-			(220,000	)		(385,000	)		(385,000	)
Net loss including accretion of equity into redemption value	$	(2,816,518	)	$	(402,579	)	$	(3,548,274	)	$	(951,896	)

The revenue sharing arrangements with its related party, Kami, related to cloud-based services & AI service sharing and intelligent information services.

Particulars	Shares			Shares			Shares			Shares			Shares			Shares			Shares			Shares
	For Three Months Ended September 30, 2025						For Nine Months Ended September 30, 2025						For Three Months Ended September 30, 2024						For Nine Months Ended September 30, 2024
	Redeemable			Non-Redeemable			Redeemable			Non-Redeemable			Redeemable			Non-Redeemable			Redeemable			Non-Redeemable
Particulars	Shares			Shares			Shares			Shares			Shares			Shares			Shares			Shares
Basic and diluted net income (loss) per share:
Weighted-average shares outstanding		1,574,356			2,280,500			1,574,356			2,280,500			4,725,829			2,280,500			4,725,829			2,280,500
Ownership percentage		41	%		59	%		41	%		59	%		67	%		33	%		67	%		33	%
Numerators:
Allocation of net loss including accretion of temporary equity		(1,150,290	)		(1,666,228	)		(1,449,145	)		(2,099,129	)		(271,543	)		(131,036	)		(642,062	)		(309,834	)
Interest earned on investment held in trust account		165,168			-			543,988			-			684,600			-			1,800,904			-
Accretion of temporary equity into redemption value (extension deposit)		-			-			385,000			-			220,000			-			385,000			-
Allocation of net income (loss)		(985,122	)		(1,666,228	)		(520,157	)		(2,099,129	)		633,057			(131,036	)		1,543,842			(309,834	)
Denominators:
Weighted-average shares outstanding		1,574,356			2,280,500			1,574,356			2,280,500			4,725,829			2,280,500			4,725,829			2,280,500
Basic and diluted net income (loss) per share	$	(0.63	)	$	(0.73	)	$	(0.33	)	$	(0.92	)	$	0.13		$	(0.06	)	$	0.33		$	(0.14	)

Cloud-based services & AI service sharing

The Company enters into a revenue sharing agreement with Kami, under which the Company refers customers to Kami’s cloud-based services, including video storage, image analysis and alert-based features. The Company’s performance obligation is to provide referral services, and it does not control the underlying services provided by Kami.

Revenue is recognized when an end user referred by the Company subscribes to Kami’s cloud services and makes a payment. Kami provides the Company with a monthly statement summarizing the revenue share generated from customers referred by the Company. The Company recognizes revenue in the period in which the underlying subscription revenue is earned by Kami and reported to the Company.

Under the original agreement, the Company was entitled to 30% of subscription revenues for new customers during the first year of subscription, 15% during the second year, and no revenue share thereafter. Effective July 1, 2025, the Company entered into an amended agreement with Kami, under which the Company is entitled to 30% of subscription revenues for new customers referred by the Company during the first three years of their recurring subscriptions. In accordance with ASC 606-10-25-12, this modification is not accounted for as a separate contract, as it does not increase the scope of the contract nor does the pricing reflect standalone selling prices for additional goods or services. Accordingly, the modification is accounted for prospectively and did not result in any adjustment to revenue previously recognized.

The transaction price for the revenue share is based on fixed contractual percentages of subscription revenues earned by Kami from referred customers and does not include variable consideration or non-cash consideration. The Company has concluded that it acts as an agent in this arrangement and therefore recognizes revenue on a net basis representing its share of the consideration received.

In January 2026, based on the existing cloud services, a new AI service module has been developed, which utilizes AI technology to achieve capabilities such as face recognition, motion capture, and fall detection provided to end users. Revenue generated from these services is included within “Revenue Sharing - related party” in the accompanying condensed consolidated statements of operations.

The sharing ratio of revenue AI service and is consistent , at 30%

Intelligent information services

Beginning in the fourth quarter of 2025, the Company generated revenue from arrangements with related parties associated with intelligent information services. These arrangements are linked to products previously sold by the Company, where the Company enables access to downstream data-related monetization channels developed and operated by its business partners.

The Company does not control the underlying services provided to end users and does not have an ongoing obligation to perform services after the initial enablement. Accordingly, the Company’s role is limited to facilitating access to these arrangements, and it participates in a share of revenues generated by its business partners.

Revenue is recognized when the underlying services are delivered by the business partners to end users and the related consideration is earned and becomes determinable. The Company recognizes revenue on a net basis, representing its share of the amounts received, consistent with its conclusion that it acts as an agent in these arrangements. Revenue generated from these services is included within “Revenue Sharing - related party” in the accompanying condensed consolidated statements of operations.

~~Concentration~~Product ofReturn ~~Credit Risk~~Policy

~~Financial~~The ~~instruments~~Company has a product return policy that ~~potentially~~permits ~~subject~~e-commerce ~~the~~platform ~~Company~~customers in North America to ~~concentrations~~return ofproducts ~~credit~~within ~~risk~~30 ~~consist~~days from the date of ~~cash~~purchase. ~~accounts~~For initems apurchased ~~financial~~during ~~institution, which,~~the atholiday ~~times,~~season ~~may~~from ~~exceed~~October to December, the ~~Federal~~return ~~Depository~~period ~~Insurance~~is ~~Coverage~~extended until the end of ~~$250,000~~January in the following year. ~~The~~For ~~Company~~customers ~~has~~in ~~not~~Europe, ~~experienced~~the ~~losses~~return onperiod ~~these~~for ~~accounts~~e-commerce platforms is 30 days from the date of ~~and~~purchase. ~~management~~Within ~~believes~~these specified periods, the Company isoffers ~~not~~a ~~exposed~~full torefund ~~significant~~for ~~risks~~returned onproducts, ~~such~~provided ~~accounts~~the return criteria are met.

~~Fair~~The ~~Value~~Company recognizes revenues adjusted for returns based upon the e-commerce platform statements, which reflect the actual refunds for returns. The Company reviews the subsequent statements after the reporting date and adjusts revenue for returns related to sales in the reporting period accordingly. For returns occurring during the reporting period, adjustments are made in the month of ~~Financial~~the ~~Instruments~~return. During the three months ended March 31, 2026 and 2025, the Company’s revenue was not significantly impacted by returns due to the short-term free return policy.

~~The~~For ~~fair~~revenue ~~value~~sharing ofderived ~~the~~from ~~Company’s~~related ~~assets~~party ~~and~~arrangements ~~liabilities~~with Kami, ~~which~~including ~~qualify~~revenue assharing ~~financial~~from ~~instruments~~cloud-based ~~under~~service ~~ASC~~and ~~820~~intelligent information service, ~~“Fair~~there ~~Value Measurement,”~~are ~~approximates~~no product return rights or refund obligations applicable to the ~~carrying~~Company. These revenues are based on subscription or service usage by end users of Kami’s platform and are recognized based on amounts ~~represented~~reported inby ~~the~~Kami. ~~balance~~As ~~sheet~~such, ~~primarily~~no returns ~~due~~or torefund ~~their~~estimates ~~short-term~~are ~~nature~~recorded for these revenue streams.

~~Ordinary~~Product ~~Shares Subject to Possible Redemption~~Warranty

The Company ~~accounts~~provides ~~for~~standard ~~its~~product ~~ordinary~~warranties ~~shares subject~~ to ~~possible~~customers ~~redemption~~who inpurchase ~~accordance~~products ~~with~~through ~~the~~e-commerce ~~guidance enumerated in ASC 480 “Distinguishing Liabilities from Equity”~~platforms. ~~Ordinary~~For ~~shares~~customers ~~subject~~in ~~to mandatory redemption is classified as a liability instrument and is measured~~North atAmerica, ~~fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that are either within~~ the ~~control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the~~ Company’s ~~control) are~~offers ~~classified~~a asone-year ~~temporary~~warranty ~~equity.~~from ~~At all other times, ordinary shares is classified as stockholders’ equity. The Company’s ordinary shares feature certain redemption rights that are considered by~~ the ~~Company~~date ~~to be outside~~ of ~~the~~purchase ~~Company’s~~covering ~~control~~replacement ~~and subject to the occurrence~~ of ~~uncertain~~malfunctioning ~~future events~~products. ~~Accordingly,~~For ~~at September 30, 2025 and December~~customers ~~31,~~in ~~2024~~Europe, the ~~ordinary~~warranty ~~shares~~period ~~subject~~extends to ~~possible~~two ~~redemption~~years infrom the ~~amount~~date of ~~$18,929,689 and $18,000,701, respectively, are presented as temporary equity, outside of the shareholders’ equity section of the Company’s balance sheet~~purchase.

AtThese ~~September~~warranties ~~30,~~are ~~2025,~~assurance-type ~~the~~warranties ~~ordinary~~as ~~shares~~defined ~~reflected~~under inASC 606 and do not provide services beyond assuring that the ~~balance~~product ~~sheets~~complies with ~~are~~agreed-upon ~~reconciled~~specifications inand continues to function as intended. Accordingly, the ~~following~~warranties ~~table:~~are not accounted for as separate performance obligations.

~~SCHEDULE~~The OFCompany ~~INITIAL~~estimates ~~PUBLIC~~the ~~OFFERING~~expected ~~PROCEEDS~~costs TOof ~~COMMON~~fulfilling ~~STOCK~~warranty ~~SUBJECT~~obligations TOand ~~POSSIBLE~~records ~~REDEMPTION~~a warranty liability at the time of sale, with a corresponding expense recognized in the unaudited condensed consolidated statements of operations. The estimation of warranty costs is based on historical experience, including product failure rates and replacement costs, as well as current trends and expectations.

Ordinary shares subject to possible redemption at December 31, 2024	$	18,055,701
Plus:
Accretion for ordinary shares subject to redemption (income earned on investment held in trust account)		187,179
Accretion for ordinary shares subject to redemption (extension deposit)		165,000
Ordinary shares subject to possible redemption at March 31, 2025		18,407,880
Plus:
Accretion for ordinary shares subject to redemption (income earned on investment held in trust account)		191,641
Accretion for ordinary shares subject to redemption (extension deposit)		165,000
Ordinary shares subject to possible redemption at June 30, 2025		18,764,521
Plus:
Accretion for ordinary shares subject to redemption (income earned on investment held in trust account)		165,168
Ordinary shares subject to possible redemption at September 30, 2025	$	18,929,689

Gross versus Net Revenue Presentation

~~Convertible~~The ~~Promissory~~Company ~~Note~~evaluates whether it acts as a principal or agent in accordance with ASC 606.

~~The~~For ~~Company~~product ~~adopted~~sales ~~the~~via ~~Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020~~e-06commerce platforms, ~~Debt~~the -Company ~~Debt~~acts ~~with~~as ~~Conversion~~a ~~and~~principal ~~Other Options (Subtopic 470-20)~~ and ~~Derivatives~~recognizes ~~and~~revenue ~~Hedging~~on -a ~~Contracts~~gross inbasis, ~~Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06”) and accounts for its convertible promissory notes~~ as ~~debt~~it ~~(liability)~~controls on the ~~balance~~products ~~sheet.~~prior ~~The~~to ~~Company’s~~transfer ~~assessment of the embedded conversion feature (see Note 1 - Organization and Business Operations) considers the derivative scope exception guidance under ASC 815 pertaining~~ to ~~equity~~customers, ~~classification~~bears ofinventory ~~contracts in an entity’s own equity. The conversion feature of these promissory notes meets the definition of a derivative instrument. However~~risk, ~~bifurcation~~sets ~~of conversion feature from the debt host is not required because the conversion feature meets ASC 815 scope exception~~pricing, asand ~~the promissory notes are convertible in shares of the Company’s common stock which~~ is ~~considered~~responsible ~~indexed~~for ~~to the Company’s own stock and classified in stockholders’ equity~~fulfillment.

~~Recent~~For ~~Accounting~~revenue ~~Standards~~sharing arrangements with Kami, including both cloud-based service and intelligent information service, the Company acts as an agent, as it does not control the underlying services provided to end users and has no ongoing performance obligation after the initial enablement. Accordingly, revenue is recognized on a net basis, representing the Company’s share of the consideration generated from end users.

InCost November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The amendments in this ASU require disclosures, on an annual and interim basis, of significant segment expenses that are regularly provided to the chief operating officer decision maker (“CODM”), as well as the aggregate amount of other segment items included in the reported measure of segment profit or loss. The ASU requires that a public entity disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. Public entities will be required to provide all annual disclosures currently required by Topic 280 in interim periods, and entities with a single reportable segment are required to provide all the disclosures required by the amendments in this ASU and existing segment disclosures in Topic 280. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. This was effective for the Company during three and nine months ended September 30, 2025, and did not have a material impact to the financial statements.revenues

~~Management~~Cost ~~does~~of ~~not~~revenues ~~believe~~includes ~~that~~cost ~~any~~of ~~recently~~products, ~~issued~~e-commerce platform fees, ~~but~~delivery ~~not~~and ~~yet~~freight ~~effective~~costs, ~~accounting~~and ~~standards,~~inventory ifimpairment ~~currently~~loss. ~~adopted,~~The ~~would~~Company expenses ~~have~~cost aof ~~material~~revenues ~~effect on~~in ~~the~~conjunction with sales as incurred. The Company’s ~~financial~~incurred ~~statements~~cost of revenues of $163,960 and $1,304,195 for the three months ended March 31, 2026 and 2025, respectively.

General and administrative expenses

General and administrative expenses primarily consist of costs for consulting fee, payroll expenses, storage fees, and professional fees. The Company has expensed all general and administrative expenses costs as incurred. For the three months ended March 31, 2026 and 2025, the Company incurred general and administrative expenses of $854,786 and $817,412, respectively.

~~NOTE~~Sales 3and —marketing ~~INITIAL PUBLIC OFFERING~~expenses

~~Pursuant~~Sales ~~to the IPO, the Company sold 6,000,000 Units at a price of $10.00 per Unit. Each Unit consists of one share of ordinary shares~~ and ~~one right~~marketing toexpenses ~~receive~~primarily ~~one-tenth~~consist ~~(1/10)~~ of ~~one~~costs ~~Ordinary~~for ~~shares upon~~ the ~~consummation~~promotion of ~~the~~business ~~Company’s~~brand ~~initial~~and ~~business~~product ~~combination~~marketing ~~one right~~and ~~(“Public~~warranty ~~Right”)~~expenses. ~~Ten~~The Company ~~Public~~expensed ~~Rights~~all ~~will~~sales ~~entitle~~and ~~the~~marketing ~~holder~~costs toas ~~one share of ordinary shares (see Note 6)~~incurred. WeFor ~~will~~the ~~not issue~~three ~~fractional~~months ~~shares~~ended ~~and~~March ~~only whole shares will trade~~31, so2026 ~~unless~~and ~~you purchase units in multiple of tens~~2025, ~~you~~the ~~will~~Company ~~not be able to receive~~incurred orsales ~~trade~~and ~~the~~marketing ~~fractional~~expenses ~~shares~~of ~~underlying the rights. On December 29~~$14,332 ~~2022,~~and ~~EBC fully exercised their over-allotment option, resulting in an additional 900,000 Units issued for an aggregate amount of~~ $9404,~~000~~112,~~000.~~ ~~See Note 1 for further details~~respectively.

~~NOTE~~Provision 4for —credit ~~RELATED PARTIES~~losses

OnThe ~~February 7, 2022, the sponsor received 1,725,000 of the~~ Company’s ~~ordinary~~estimates ~~shares~~expected incredit ~~exchange~~losses ~~for~~on ~~$25~~accounts receivable,~~000~~ ~~paid~~other ~~for deferred offering costs borne by the founder. Up to 225~~receivables,~~000~~ ofand ~~such~~related ~~founder~~party ~~shares~~receivables ~~are~~using ~~subject~~a ~~to forfeiture to the extent that EBC’s over~~loss-~~allotment~~rate method isin ~~not~~accordance ~~exercised~~with inASC ~~full~~326. AsThis aapproach ~~result~~incorporates ofhistorical ~~EBC’s~~loss ~~election~~experience, tocurrent ~~fully exercise their over-allotment option on December 29~~conditions, ~~2022,~~and ~~no founder~~reasonable ~~shares~~and ~~are currently subject to forfeiture~~supportable forecasts.

OnFor ~~April~~the ~~18,~~three ~~2023,~~months ~~AlphaVest~~ended ~~Holding~~March LP31, ~~one~~2026 ofand ~~our sponsors~~2025, ~~transferred~~the anCompany ~~aggregate~~did ofnot ~~1,035,000~~record ~~founder~~a ~~shares~~provision tofor ~~Peace~~expected ~~Capital~~credit ~~Limited, our other sponsor~~losses.

~~The~~As ~~Sponsors~~of ~~have~~March ~~agreed~~31, ~~subject~~2026 toand ~~limited~~December ~~exceptions~~31, ~~not to transfer~~2025, ~~assign~~there orwas ~~sell~~no ~~any~~allowance offor ~~the~~credit ~~Founder~~losses. ~~Shares~~Based ~~until~~on the ~~earlier~~Company’s tohistorical ~~occur~~experience, ~~of: (A) six months after~~ the ~~completion~~nature of ~~the~~its ~~initial~~counterparties, ~~Business Combination~~ and ~~(B)~~ongoing ~~the~~collection ~~date on which we complete a liquidation~~activity, ~~merger, share~~management ~~exchange,~~concluded ~~reorganization or other similar transaction after our initial business combination~~ that ~~results~~expected incredit ~~all~~losses ofare ~~our public shareholders having the right to exchange their ordinary shares for cash, securities or other property~~insignificant.

AsComprehensive of September 30, 2025 and December 31, 2024, the amounts due to related parties were $604,294 and $516,883, respectively, which is expected to be settled upon the consummation of the business combination.loss

~~Administrative~~The ~~Services~~Company ~~Agreement~~applies ASC 220, Comprehensive Income, with respect to reporting and presentation of comprehensive loss and its components in a full set of financial statements. Comprehensive loss is defined to include all changes in equity of the Company during a period arising from transactions and other events and circumstances except those resulting from investments by shareholders and distributions to shareholders. For the periods presented, the Company’s comprehensive income (loss) includes net income (loss) and other comprehensive income (loss), which primarily consists of the foreign currency translation adjustments.

~~Commencing~~Income on the date the Units are first listed on the Nasdaq, the Company has agreed to pay TenX Global Capital LP a total of $10,000 per month for office space, utilities and secretarial and administrative support. Upon completion of the Initial Business Combination or the Company’s liquidation, the Company will cease paying these monthly fees. For three months ended September 30, 2025 and 2024, the Company incurred $30,000 in fees respectively for these services. For nine months ended September 30, 2025 and 2024, the Company incurred $90,000 in fees respectively for these services.taxes

~~Promissory~~The ~~Notes~~Company —accounts ~~Related~~for ~~Party~~income taxes in accordance with ASC 740, Income Taxes. The provision for income taxes is determined using the asset and liability approach, under which deferred tax assets and liabilities are recognized for the future tax consequences of differences between the financial statement carrying amounts and the tax bases of assets and liabilities, using enacted tax rates expected to apply in the periods in which those differences are expected to reverse.

OnValuation ~~June~~allowances 3,are ~~2022,~~recorded ~~the~~to ~~Company~~reduce ~~issued~~deferred antax ~~unsecured~~assets ~~promissory~~when ~~note~~it tois ~~the~~more ~~Sponsor~~likely ~~(the~~than ~~“Promissory~~not ~~Note”),~~that ~~pursuant~~such toassets ~~which~~will ~~the Company~~not ~~could~~be ~~borrow~~realized. upIn toassessing the anneed ~~aggregate~~for ofa ~~$150~~valuation allowance,~~000~~ tomanagement ~~cover~~considers ~~expenses~~all ~~related~~available topositive ~~the~~and ~~IPO.~~negative ~~On April 11~~evidence, ~~2024,~~including ~~the~~historical ~~Company amended and~~operating ~~restated~~results, ~~the~~projections ~~Promissory~~of ~~Note~~future ~~with~~taxable ~~AlphaVest~~income, ~~Holding~~and ~~LP to extend~~ the ~~maturity~~expected ~~date~~timing toof ~~the~~reversal ~~earlier~~ of :existing ~~(i)~~temporary ~~September~~differences. ~~12,~~Based ~~2024~~on orthis ~~(ii)~~assessment, ~~promptly after~~ the ~~date~~Company ofhas ~~the~~recorded ~~consummation~~a offull ~~the~~valuation ~~business~~allowance ~~combination.~~against ~~The~~its ~~Promissory~~deferred ~~Note~~tax ~~expired~~assets onas ~~September 12, 2024. As~~ of ~~September 30~~March 31, ~~2025~~2026 and December 31, ~~2024, $0 was outstanding~~2025.

OnThe ~~December 21, 2023, Alphavest Holding LP, one of the Sponsor, agreed to loan the~~ Company ~~$165,000~~recognizes ~~(as~~tax ~~amended~~benefits ~~and~~from ~~restated,~~uncertain ~~the~~tax ~~“Extension Note”)~~positions toonly ~~cover~~if ~~expenses~~it ~~in connection with extensions of Business Combination Period. The Extension Note~~ is ~~unsecured,~~more ~~interest-free and~~likely ~~payable~~than onnot ~~the~~that ~~earlier of: (i) March 22, 2024 or (ii) promptly after~~ the ~~date~~position onwill ~~which~~be ~~the~~sustained ~~Company consummates a Business Combination~~upon ~~(such earlier date, the “Maturity Date”)~~examination. ~~The~~Interest ~~Company~~and ~~may~~penalties ~~request,~~related ~~from time~~ to ~~time,~~uncertain uptax topositions ~~$715,000~~are inrecognized ~~drawdowns~~as ~~under~~a ~~this Extension~~component ~~Note~~of toincome betax ~~used for extension payments related to the Company’s Business Combination~~expense. ~~Principal~~As of ~~this Extension Note~~March ~~may~~31, be2026 ~~drawn~~and ~~down~~December ~~from time to time prior to the Maturity Date upon written request from the Company. On April 15~~31, ~~2024~~2025, the Company ~~amended~~ ~~and~~had ~~restated~~no ~~the~~material ~~Extension~~uncertain ~~Note~~tax ~~with~~positions. ~~AlphaVest~~The ~~Holding~~Company’s LPtax toreturns ~~increase~~remain ~~the~~subject ~~principal amount~~ to ~~$715,000 extend the maturity date~~ toexamination ~~the~~by ~~earlier~~taxing ofauthorities :for ~~(i)~~all ~~September~~years ~~12,~~since ~~2024 or (ii) promptly after the date of the consummation of the business combination~~inception. ~~As of September 30, 2025 and December 31, 2024, $220,000 was outstanding.~~

OnPrivate ~~March~~Investment 12, 2024, the Company issued a promissory note to TenX Global Capital LP (the “Promissory Note 1”), pursuant to which the Company could borrow up to an aggregate of $400,000. The entire unpaid principal balance of this Note shall be payable on the earlier of: (i) September 12, 2024 (six (6) months from the issuing of this Note) or (ii) promptly after the date on which Maker consummates an initial business combination (a “Business Combination”) (such earlier date, the “Maturity Date”) (as described in ~~its~~Public ~~initial~~Equity ~~public offering prospectus dated December 19, 2022~~ (~~the~~ “~~Prospectus~~PIPE”)). OnFinancing ~~January 6, 2025, the promissory note was further amended~~ and ~~restated~~PIPE ~~to extend the maturity date to promptly after the date the business combination is consummated. As of September 30, 2025 and December 31, 2024, $338,326 and $287,046 were outstanding respectively.~~Warrants

~~Website~~In ~~Service~~connection with the closing of the Business Combination on December 9, 2025 (the “Closing Date”), the Company entered into securities purchase agreements (the “PIPE Agreements”) with certain investors (the “PIPE Investors”), pursuant to which the Company issued an aggregate of 800,000 shares of common stock at a purchase price of $10.00 per share, for gross proceeds of $8,000,000 (the “PIPE Financing”). The PIPE Financing was consummated concurrently with the Closing and was accounted for as an equity issuance in accordance with ASC 505, with proceeds recorded within common stock and additional paid-in capital (“APIC”).

OnIn ~~February~~connection ~~22,~~with ~~2025~~the ~~and~~PIPE ~~2024~~Financing, the Company ~~agreed~~issued warrants to ~~pay~~purchase ~~TenX~~shares ~~Global~~of ~~Capital~~its LPcommon ~~for~~stock ~~website~~(the ~~service~~“PIPE Warrants”). ~~For~~At ~~three~~the ~~months~~Closing ~~ended~~Date, ~~September~~the 30PIPE Warrants represented the right to acquire an aggregate of 2,240,000 shares ~~2025~~of ~~and~~common ~~2024~~stock, ~~the~~with ~~Company~~an ~~incurred~~exercise price of approximately $~~102~~10.00 per share, subject to adjustment. The PIPE Warrants include provisions under which the exercise price and ~~$134~~the innumber ~~fees~~of ~~for~~shares ~~these~~issuable upon ~~services~~exercise are subject to adjustment based on a reference stock price, ~~respectively.~~as ~~For~~defined ~~nine~~in ~~months~~the ~~ended~~warrant ~~September~~agreements, determined on the reset date of December 30, 2025 ~~and~~. ~~2024~~As a result of these provisions, the ~~Company~~exercise ~~incurred~~price ~~$511~~was adjusted and ~~$425~~the total number of shares underlying the PIPE Warrants increased to 5,576,301 shares upon the reset event. The PIPE Warrants contain dividend participation rights that entitle holders to participate in ~~fees~~dividends and other distributions declared on common stock on an as-exercised basis, subject to the beneficial ownership limitation. Accordingly, the PIPE Warrants are considered participating securities for ~~these~~purposes ~~services~~of computing earnings per share in accordance with ASC 260, ~~respectively~~Earnings Per Share.

~~Note~~The 5Company evaluated the PIPE Warrants for classification as either equity or liability instruments in accordance with ASC 480, Distinguishing Liabilities from Equity, and ASC 815-40, Derivatives and Hedging—Contracts ~~Commitments~~in Entity’s Own Equity. The Company determined that the PIPE Warrants failed the indexation guidance under ASC 815-40 due to provisions that introduce variability in the number of shares deliverable upon settlement and ~~Contingencies~~are not inputs solely based on the Company’s own stock. Accordingly, the PIPE Warrants were initially recorded at fair value upon issuance as a derivative liability.

~~Registration~~Upon ~~Rights~~the occurrence of the reset event on December 30, 2025, the terms of the PIPE Warrants became fixed, including a fixed exercise price and a determinable number of shares issuable upon exercise. Accordingly, the PIPE Warrants met the criteria for equity classification under applicable accounting guidance and were reclassified from derivative liabilities to equity in the amount of $30,558,129. The reclassification was recorded at the fair value of the PIPE Warrants as of the reclassification date.

~~The~~Earnings ~~holders~~Per of the Founder Shares, ordinary shares issued to EBC, Private Placement Units and Units that may be issued upon conversion of Working Capital Loans (and all underlying securities) will be entitled to registration rights pursuant to a registration rights agreement signed prior to or on the effective date of Proposed Public Offering requiring the Company to register such securities for resale. The holders of these securities will be entitled to make up to three demands, excluding short form registration demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to completion of a Business Combination and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Act. However, the registration rights agreement provides that the Company will not be required to effect or permit any registration or cause any registration statement to become effective until the securities covered thereby are released from their lock-up restrictions. The Company will bear the expenses incurred in connection with the filing of any such registration statements.Share

~~Underwriting~~Basic ~~Agreement~~earnings per share is computed by dividing net income by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed by reflecting the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock, unless the effect would be anti-dilutive.

The Company ~~and~~applies ~~EBC~~the ~~signed~~two-class anmethod ~~engagement~~in ~~letter~~computing ~~which~~earnings ~~was~~per ~~amended on September 15~~share, ~~2022,~~as ~~pursuant~~its toPIPE ~~which,~~Warrants ~~the~~are ~~Company~~considered ~~will~~participating ~~grant~~securities. Under ~~EBC~~the 45two-~~day option~~class ~~from~~method, ~~the~~net ~~date~~income ofis ~~Proposed~~allocated ~~Public~~between ~~Offering~~common tostockholders ~~purchase~~and upparticipating tosecurities ~~900,000~~based ~~additional~~on ~~Units~~their respective rights to ~~cover~~participate ~~over-allotments,~~in ifearnings. ~~any,~~For at the ~~Proposed~~ ~~Public~~three ~~Offering~~months ~~price~~ended ~~less~~March 31, 2026, the ~~underwriting~~Company ~~discounts~~reported ~~and~~net ~~commissions.~~income Onof ~~December~~$145,601. Of 29this amount, ~~2022~~approximately $116,785 was ~~EBC~~allocated ~~fully~~to ~~exercised~~common ~~the~~stockholders ~~over-allotment. EBC~~and approximately $28,816 was ~~paid~~allocated ato ~~cash~~participating ~~underwriting~~securities. ~~discount~~The weighted-average number of $1common shares outstanding was 22,~~725~~596,~~000~~196 for in the ~~aggregate~~period.

~~Business~~Basic ~~Combination~~and ~~Marketing~~diluted ~~Agreement~~earnings per share were calculated as follows:

~~The Company~~ SCHEDULE ~~has~~OF ~~engaged~~EARNINGS ~~EBC~~PER asSHARE anBASIC ~~advisor~~AND in connection with its Business Combination to assist in holding meetings with the Company stockholders to discuss the potential Business Combination and the target business’ attributes, introduce the Company to potential investors that are interested in purchasing its securities in connection with its initial Business Combination and assist with press releases and public filings in connection with the Business Combination. The Company will pay EBC a cash fee for such services upon the consummation of its initial business combination in an amount equal to 3.5% of the gross proceeds of the IPO, or $2,415,000 in aggregate. As of September 30, 2025, such fee was incurred as the underwriter had completed substantially all services stated in the marketing agreement.DILUTED

In addition, the Company will pay EBC a cash fee in an amount equal to 1.0% of the total consideration payable in the initial Business Combination if it introduces the Company to the target business with whom it completes an initial Business Combination. As of the filing date, no such service has been provided by EBC.

	Three Months Ended March 31, 2026			Three Months Ended March 31, 2025
Basic earnings per share:
Net income (loss)	$	145,601		$	(77,177	)
Less: income allocated to participating securities	$	(28,816	)	$	-
Net income (loss) allocated to common stockholders	$	116,785		$	(77,177	)
Weighted-average shares outstanding – basic		22,596,196			18,000,000
Earnings per share – basic	$	0.01		$	(0.00	)
Diluted earnings per share
Net income (loss)	$	145,601		$	(77,177	)
Weighted-average shares outstanding – diluted		24,810,555			18,000,000
Earnings per share – diluted	$	0.01		$	(0.00	)

Diluted earnings per share is equal to basic earnings per share for the period presented, as the Company’s participating securities are included in the allocation of earnings under the two-class method and there are no additional dilutive instruments.

~~NOTE~~Fair 6value ~~– SHAREHOLDERS’ EQUITY~~measurements

~~Preference Shares —~~ The Company isalso ~~authorized~~follows tothe ~~issue~~guidance ~~2,000,000~~of ~~preference~~the ~~shares~~ASC ~~with~~Topic a820-10, ~~par~~“Fair ~~value~~Value ofMeasurements ~~$0.0001~~and ~~per~~Disclosures” ~~share~~(“ASC 820-10”), with ~~such designations,~~respect ~~voting~~to ~~and~~financial ~~other~~assets ~~rights~~ and ~~preferences~~liabilities asthat ~~may~~are bemeasured ~~determined~~at ~~from~~fair ~~time~~value. toASC ~~time~~820-10 byestablishes ~~the~~a ~~Company’s~~three-tier ~~board~~fair ofvalue ~~directors.~~hierarchy Asthat ofprioritizes ~~June~~the ~~30,~~input ~~2025,~~used ~~there~~in ~~were~~measuring nofair ~~shares~~value ofas ~~preference shares issued or outstanding.~~follows:

~~Ordinary Shares~~● —Level ~~The~~1: ~~Company~~Inputs isare ~~authorized~~based toupon ~~issue~~unadjusted ~~200~~quoted prices for identical instruments traded in active markets; ● Level 2: Inputs are based upon quoted prices for similar instruments in active markets,~~000~~ quoted prices for identical or similar instruments in markets that are not active,~~000~~ ~~ordinary~~and ~~shares~~model-based ~~with~~valuation atechniques ~~par~~(e.g. ~~value~~Black-Scholes Option-Pricing model) for which all significant inputs are observable in the market or can be corroborated by observable market data for substantially the full term of $0the assets or liabilities.~~0001~~ ~~per~~● ~~share~~Level ~~Holders~~3: Inputs are generally unobservable and typically reflect management’s estimates of ~~ordinary~~ ~~shares~~assumptions ~~are~~that ~~entitled~~market toparticipants ~~one~~would ~~vote~~use ~~for~~in ~~each~~pricing ~~share~~the asset or liability.

OnThe ~~February~~carrying 7,values ~~2022~~of cash, ~~the~~accounts ~~Sponsor received 1~~receivable,~~725,000~~ ~~shares~~advance ofto ~~the~~suppliers, ~~Company’s~~other ~~ordinary shares~~current inassets, ~~exchange~~accounts ~~for $25~~payable,~~000~~ ~~paid~~accrued ~~for~~liabilities, ~~deferred~~and other ~~offering~~current ~~costs~~liabilities ~~borne~~approximate byfair ~~the~~value ~~Founder.~~due ~~Out~~to of the ~~1,725,000~~ ~~ordinary~~short-term ~~shares,~~nature anof ~~aggregate~~these ofinstruments. upPursuant to ~~225,000~~ASC ~~ordinary~~820 ~~shares~~and ~~were~~ASC ~~subject to forfeiture to~~ 825, the ~~extent~~fair ~~that~~value ~~the~~of ~~over-allotment option~~cash is ~~not~~determined ~~exercised~~based inon ~~full~~Level or1 ininputs. ~~part~~The soCompany ~~that~~does ~~the~~not ~~number~~have ofany ~~Founder~~“Level ~~Shares~~2” ~~will~~or ~~equal~~“Level ~~20% of the Company’s issued and outstanding~~3” ~~ordinary~~fair ~~shares~~value ~~after~~assets ~~the~~or ~~Public Offering (excluding Private Shares)~~liabilities.

OnSegment July 11, 2022, EBC received an aggregate of 125,000 ordinary shares (“EBC Founder Shares”) for an aggregate purchase price of $1,750, or approximately $0.014 per share. The Company estimated the fair value of the EBC founder shares to be $1,812 based upon the price of the founder shares issued to the Sponsor. The holders of the EBC founder shares have agreed not to transfer, assign or sell any such shares until the completion of a Business Combination. In addition, the holders have agreed (i) to waive their conversion rights (or right to participate in any tender offer) with respect to such shares in connection with the completion of a Business Combination and (ii) to waive their rights to liquidating distributions from the trust account with respect to such shares if the Company fails to complete a Business Combination within the Combination Period.reporting

OnThe ~~December~~Company ~~22,~~applies ~~2022~~ASC 280, ~~the~~Segment ~~Sponsor~~Reporting, ~~and~~which ~~EBC~~requires ~~received~~operating ansegments ~~aggregate~~to ofbe ~~390,000~~identified ~~private~~based ~~units~~on ~~(365,000~~the ~~private~~internal ~~units~~reporting reviewed ~~purchased~~ by the ~~Sponsor and~~chief ~~25,000~~operating ~~private~~decision ~~units~~maker ~~purchased by EBC~~(“CODM”) atto aallocate ~~price~~resources ofand ~~$10~~assess performance.00 ~~per~~The ~~unit~~Company’s chief ~~for~~executive aofficer ~~total~~serves ~~purchase~~as ~~price~~the ~~of $3,900,000 in a private placement~~CODM.

OnThe ~~December~~Company ~~29,~~operates ~~2022,~~its asbusiness athrough ~~result~~e-commerce ofplatforms ~~the~~and ~~EBC’s~~manages ~~election~~its tooperations ~~fully~~on ~~exercise~~a ~~their~~geographic ~~over-allotment~~basis. ~~option,~~As ~~the~~of ~~Sponsor~~March ~~and~~31, ~~EBC~~2026, ~~received~~the ~~additional~~Company ~~40,500~~has ~~private~~determined ~~units~~that onit ahas ~~pro~~two ~~rata~~operating ~~basis~~and ~~(37,904~~reportable ~~private~~segments: ~~units~~(1) ~~purchased~~North byAmerica ~~the Sponsor~~ and (2~~,596 private units purchased by EBC~~) ~~at a price of $10~~Europe.~~00 per unit.~~

AsRevenue ofis ~~September~~attributed ~~30,~~to ~~2025~~geographic ~~and~~regions ~~December~~based ~~31,~~on ~~2024,~~the ~~there~~location ~~were~~of ~~2,280,500~~the ~~ordinary~~end ~~shares~~customer. ~~issued~~Revenue ~~and~~generated ~~outstanding,~~from ~~excluding~~regions ~~1,574,356 ordinary~~outside ~~shares~~North ~~subject to~~America ~~possible redemption which are presented as temporary equity as of September 30, 2025~~ and Europe ~~December~~is ~~31,~~not ~~2024~~material.

~~Rights~~The ~~— Except in cases where the~~ Company ishas ~~not~~also ~~the~~established ~~surviving company in~~ a ~~business~~wholly ~~combination,~~owned ~~each~~subsidiary ~~holder~~in ofVietnam ato ~~right~~support ~~will automatically~~manufacturing ~~receive~~and ~~one-tenth~~operational ~~(1/10)~~activities. ofAs ~~one share~~ of ~~ordinary~~March ~~shares~~31, 2026, ~~upon~~this ~~consummation~~subsidiary ofhas anot ~~Business~~generated ~~Combination~~revenue. The ~~Company~~costs ~~will not~~and ~~issue~~operating ~~fractional~~expenses ~~shares~~associated ~~in connection~~ with ~~an exchange of rights. Fractional shares will either be rounded down to~~ the ~~nearest~~Vietnam ~~whole share~~entity orare ~~otherwise~~included ~~addressed in accordance with~~ within the ~~applicable~~Company’s ~~provisions~~consolidated ofoperating ~~Cayman~~results ~~law.~~and Inare ~~the event the Company is~~ not ~~the~~evaluated ~~surviving company~~separately ~~upon~~by ~~completion of~~ the ~~Business~~Company’s ~~Combination,~~chief ~~each~~operating ~~holder~~decision ~~of a right will be required to affirmatively convert his, her or its~~maker ~~rights in order to receive the one-tenth~~ (~~1/10~~“CODM”) ~~of one ordinary shares underlying each right upon consummation of the Business Combination~~. If ~~the~~Accordingly, ~~Company is unable to complete a Business Combination within~~ the ~~required~~Vietnam ~~time~~operations ~~period~~do ~~and the Company redeems the public shares for the funds held in the trust account, holders of rights will~~ not ~~receive~~constitute ~~any~~a ofseparate ~~such~~operating ~~funds~~or ~~for~~reportable ~~their~~segment ~~rights~~under ~~and~~ASC ~~the rights will expire worthless~~280.

~~Note~~Prior 7to —December ~~Fair~~1, ~~Value~~2025, ~~Measurements~~the Company’s operations included activities conducted through variable interest entities (“VIEs”) in China, which were presented as a separate segment. Following the termination of the VIE arrangements in December 2025, the Company no longer has operations in China, and accordingly, no China segment is presented for the three months ended March 31, 2026.

The Company follows the guidance in ASC 820 for its financial assets and liabilities that are re-measured and reported at fair value at each reporting period and non-financial assets and liabilities that are re-measured and reported at fair value at least annually.

The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities:

Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis.

Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active.

Level 3: Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability.

The following table presents information about the Company’s assets that are measured at fair value on a recurring basis at September 30, 2025 and December 31, 2024. and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value. In September 2025, the Company transferred the funds from the trust account to trust escrow account in connection with the upcoming business combination closing, at which point the funds ceased to be invested and therefore reclassified from Level 1 marketable securities to restricted assets held in escrow account.

SCHEDULE OF ASSETS MEASURED AT FAIR VALUE ON A RECURRING BASIS

Date	Trading Securities	Level		Fair Value
September 30, 2025	None
December 31, 2024	Marketable securities held in the trust account		1	$	18,000,701

NOTE 8 — SUBSEQUENT EVENTS

The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the financial statements were issued. Based upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements.

~~ITEM~~Revision 2.of ~~MANAGEMENT’S~~Previously ~~DISCUSSION~~Issued ~~AND~~Consolidated ~~ANALYSIS~~Financial ~~OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS~~Statements

~~References~~During to the ~~“Company,”~~preparation ~~“our,” “us” or “we” refer to AlphaVest Acquisition Corp. The following discussion and analysis~~ of the Company’s ~~financial~~unaudited ~~condition~~condensed ~~and~~consolidated ~~results~~financial ofstatements ~~operations~~for ~~should~~the bequarter ~~read~~ended inMarch ~~conjunction~~31, ~~with the unaudited~~2026, ~~financial~~management ~~statements~~identified ~~and~~certain ~~the~~immaterial ~~notes~~errors primarily related ~~thereto.~~to ~~Certain~~the ~~information~~accrual ~~contained~~of incertain ~~the~~general ~~discussion~~ and ~~analysis~~administrative ~~set forth below includes~~expenses ~~forward-looking~~in ~~statements.~~the ~~Our~~Company’s ~~actual~~previously ~~results~~issued ~~may~~consolidated ~~differ~~financial ~~materially~~statements ~~from~~for ~~those~~the ~~anticipated~~year inended ~~these~~December ~~forward-looking~~31, ~~statements as a result of many factors~~2025.

~~Overview~~The errors primarily related to professional service fees for services substantially performed prior to December 31, 2025 that were not accrued as of year-end. Management evaluated the errors in accordance with ASC 250, Accounting Changes and Error Corrections, SEC Staff Accounting Bulletin (“SAB”) No. 99, Materiality, and SAB No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements.

WeManagement ~~were~~concluded ~~incorporated~~that in the ~~Cayman~~errors ~~Islands~~were onnot ~~January 14~~material, ~~2022~~individually ~~for~~or in the ~~purpose~~aggregate, ofto ~~effecting~~the aCompany’s ~~merger,~~previously ~~capital~~issued ~~stock~~annual ~~exchange, asset acquisition,~~financial ~~stock~~statements ~~purchase,~~for ~~reorganization~~the oryear ~~similar~~ended ~~business~~December ~~combination~~31, ~~with one or more businesses~~2025. ~~While we intend to focus our search on businesses in Asia~~Accordingly, weamendment ~~are not limited to a particular industry~~ or ~~geographic~~reissuance ~~region for purposes~~ of ~~consummating~~the anpreviously ~~initial~~issued ~~business~~annual ~~combination.~~financial statements Wewas ~~have~~ not ~~selected~~required. ~~any~~However, ~~specific~~management ~~business~~further ~~combination~~concluded ~~target~~that ~~and~~correction weof ~~have~~the ~~not,~~errors ~~nor~~entirely ~~has~~within ~~anyone~~the oncurrent ~~our~~reporting ~~behalf,~~period ~~initiated any substantive~~would ~~discussions,~~materially ~~directly~~misstate orthe ~~indirectly,~~Company’s ~~with~~results ~~any~~of ~~business~~operations ~~combination~~for ~~target. We intend to effectuate our initial business combination using cash from~~ the ~~proceeds~~quarter ofended ~~this~~March ~~offering~~31, 2026 and ~~the~~fiscal ~~private~~year ~~placement~~2026. ~~of the private units~~Therefore, the ~~proceeds~~Company ofrevised the ~~sale~~comparative ofprior-period ~~our~~balances ~~securities~~included ~~in connection~~herein ~~with~~to ~~our~~correct ~~initial~~such ~~business~~immaterial prior-period ~~combination, our shares, debt or a combination of cash, stock and debt~~errors.

WeThe ~~expect~~impact toof ~~continue~~the revision to ~~incur~~record ~~significant costs in~~ the ~~pursuit~~omitted ofprofessional ~~our~~fee ~~acquisition~~accruals ~~plans.~~on Wethe ~~cannot~~Company’s ~~assure~~previously ~~you~~reported ~~that~~consolidated ~~our~~balance sheet ~~plans~~as toof ~~complete a~~December ~~Business~~31, ~~Combination~~2025 ~~will~~was beas ~~successful.~~follows:

~~Results of~~ SCHEDULE ~~Operations~~OF PREVIOUSLY REPORTED CONSOLIDATED BALANCE SHEET

We have not generated any revenues to date, and we will not be generating any operating revenues until the closing and completion of our initial Business Combination. All of our activity up to September 30, 2025 has been related to our formation, the Initial Public Offering and, since the closing of the Initial Public Offering, identifying a target company for our initial Business Combination, and professional costs related with the initial Business Combination. We have, and expect to continue to generate income in the form of interest income. We expect to continue to incur increased expenses as a result of being a public company (for legal, financial reporting, accounting and auditing compliance), as well as for due diligence expenses in connection with the search for a Business Combination target.

	As Previously Reported			Adjustment			As Revised
Accrued and other liabilities	$	592,822		$	109,022		$	701,844
Accumulated deficit	$	(27,229,088	)	$	(109,022	)	$	(27,338,110	)

We have neither engaged in any operations nor generated any revenues to date. Following the IPO, we will not generate any operating revenues until after completion of our initial business combination. We generate income in the form of interest income on cash and cash equivalents after the IPO. After the IPO, we expect to incur increased expenses as a result of being a public company (for legal, financial reporting, accounting and auditing compliance), as well as expenses as we conduct due diligence on prospective business combination candidates. We expect our expenses to increase substantially in connection with the search for a Business Combination target.

For three months ended September 30, 2025, we had a net loss of $2,651,350, which consists of interest earned on marketable securities held in Trust Account and bank interest income of $165,169, offset by formation and operating costs of $2,816,519.

For three months ended September 30, 2024, we had a net income of $502,021, which consists of interest earned on marketable securities held in Trust Account and bank interest income of $684,601, offset by formation and operating costs of $182,580.

For nine months ended September 30, 2025, we had a net loss of $2,619,286, which consists of interest earned on marketable securities held in Trust Account and bank interest income of $543,990, offset by formation and operating costs of $3,163,276.

For nine months ended September 30, 2024, we had a net income of $1,234,008, which consists of interest earned on marketable securities held in Trust Account and bank interest income of $1,893,227, offset by formation and operating costs of $566,903 and unrealized loss on the investment of $92,316.

Liquidity, Capital Resources, and Going Concern

On December 22, 2022, we consummated the Initial Public Offering of 6,000,000 Units and, with respect to the ordinary shares included in the Units sold, the Public Shares at $10.00 per Unit, generating gross proceeds of $60,000,000. Simultaneously with the closing of the Initial Public Offering, we consummated the sale of 390,000 Private Units at a price of $10.00 per Private Unit in a private placement to the Sponsor and EBC (365,000 private units to Sponsor and 25,000 private units to EBC), generating gross proceeds of $3,900,000.

On December 29, 2022, EBC fully exercised their over-allotment option, resulting in an additional 900,000 Units issued for an aggregate amount of $9,000,000. In connection with the EBC’s full exercise of their over-allotment option, the Company also consummated the sale of an additional 40,500 Private Units at $10.00 per Private Unit, generating total proceeds of $405,000.

Following the full exercise of over-allotment option, and the sale of the Private Units, an amount of $70,380,000 ($10.20 per Unit) was placed in the trust account. The funds held in the Trust Account may be invested in U.S. government securities with a maturity of 185 days or less or in any open-ended investment company that holds itself out as a money market fund selected by us. We intend to use substantially all of the funds held in the trust account, including any amounts representing interest earned on the trust account, to complete our initial business combination. To the extent that our capital stock or debt is used, in whole or in part, as consideration to complete our initial business combination, the remaining proceeds held in the trust account will be used as working capital to finance the operations of the target business or businesses, make other acquisitions and pursue our growth strategies.

AsRecently ofissued ~~September~~accounting 30, 2025, we had marketable securities held in the trust escrow account of $18,929,689 consisting of U.S. government securities with a maturity of 185 days or less. Interest income on the balance in the trust account may be used by us to pay taxes. Through September 30, 2025, we have not withdrawn any interest earned from the trust account.pronouncements

In ~~order~~October 2023, the FASB issued ASU 2023-06, Disclosure Improvements: Codification Amendments in Response to ~~fund~~the ~~working~~SEC’s ~~capital~~Disclosure Update ~~deficiencies~~and Simplification Initiative. ASU 2023-06 modifies the disclosure or ~~finance~~presentation ~~transaction~~requirements ~~costs~~of a variety of Topics in ~~connection~~the Codification. ~~with~~Certain anof ~~intended~~the ~~initial~~amendments ~~business~~represent ~~combination, our~~clarifications ~~Sponsor~~to or antechnical ~~affiliate~~corrections of ~~our~~the ~~Sponsor~~current orrequirements. ~~certain~~Because of the ~~our~~variety ~~officers~~of ~~and~~Topics ~~directors~~amended, a broad range of entities may, ~~but~~be ~~are~~affected by one or more of those amendments. Many of the amendments allow users to more easily compare entities subject to the SEC’s existing disclosures with those entities that were not ~~obligated~~previously subject to the SEC’s requirements. Also, ~~loan~~the usamendments ~~funds~~align onthe ~~a non-interest~~requirements ~~bearing~~in ~~basis~~the asCodification ~~may~~with bethe ~~required~~SEC’s regulations. IfFor entities wesubject ~~complete~~to ~~our~~the ~~initial~~SEC’s ~~business~~existing ~~combination,~~disclosure werequirements ~~would~~and ~~repay~~for ~~such~~entities ~~loaned~~required ~~amounts.~~to Infile or furnish financial statements with or to the ~~event~~SEC ~~that~~in ~~our~~preparation ~~initial~~for ~~business~~the ~~combination~~sale ~~does~~of or for purposes of issuing securities that are not ~~close~~subject to contractual restrictions on transfer, wethe ~~may~~effective ~~use~~date afor ~~portion~~each ofamendment ~~the~~will ~~working~~be ~~capital~~the ~~held~~date ~~outside~~on which the ~~trust~~SEC’s ~~account~~removal of that related disclosure from toRegulation ~~repay~~S-X ~~such~~or ~~loaned~~Regulation ~~amounts~~S-K ~~but~~becomes noeffective, ~~proceeds~~with ~~from~~early ~~our~~adoption ~~trust~~prohibited. ~~account~~For ~~would~~all other entities, the amendments will be ~~used~~effective two ~~for~~years ~~such~~later. ~~repayment~~The amendments in this update should be applied prospectively. ~~Other~~For ~~than~~all asentities, ~~described~~if ~~above~~by June 30, 2027, the SEC has not removed the ~~terms~~applicable requirement from Regulation S-X or Regulation S-K, the pending content of ~~such~~the ~~loans~~related byamendment ~~our~~will ~~officers~~be removed from the Codification and ~~directors,~~will ifnot become effective for any, ~~have~~entity. ~~not~~The ~~been~~Company ~~determined~~is ~~and~~currently noevaluating ~~written~~the ~~agreements~~potential ~~exist~~impact ~~with~~this ~~respect~~standard towill ~~such~~have ~~loans~~on its consolidated financial statements and related disclosures.

IfOn ~~our~~November ~~estimates~~4, of2024, the ~~costs~~FASB ofissued ~~identifying~~ASU a2024-03, ~~target~~which ~~business,~~requires ~~undertaking~~disaggregated ~~in-depth~~disclosure ~~due~~of ~~diligence~~income ~~and~~statement ~~negotiating~~expenses anfor ~~initial~~public business ~~combination~~ ~~are~~entities ~~less~~(PBEs). ~~than~~ASU ~~the~~2024-03 ~~actual~~adds ~~amount~~ASC ~~necessary~~220-40 to dorequire ~~so,~~a wefootnote ~~may~~disclosure ~~have~~about ~~insufficient~~specific ~~funds~~expenses ~~available~~by torequiring ~~operate~~PBEs ~~our business prior~~ to ~~our initial~~disaggregate, ~~business~~in ~~combination.~~a ~~Moreover~~tabular presentation, weeach ~~may~~relevant ~~need~~expense tocaption ~~obtain~~on ~~additional~~the ~~financing~~face ~~either~~of tothe ~~complete~~income ~~our~~statement ~~initial~~that ~~business~~includes ~~combination~~any ~~or because we become obligated to redeem a significant number~~ of ~~our~~the ~~Public~~following ~~Shares~~natural expenses: ~~upon~~(1) ~~completion~~purchases of ~~our~~inventory, ~~initial~~(2) ~~business~~employee ~~combination~~compensation, in(3) ~~which case~~depreciation, we(4) ~~may~~intangible ~~issue~~asset ~~additional securities or incur debt in connection with such business combination. In addition~~amortization, weand ~~are~~(5) ~~targeting businesses~~depreciation, ~~larger~~depletion, ~~than~~and weamortization ~~could~~(DD&A) ~~acquire~~recognized ~~with~~as ~~the~~part ~~net proceeds~~ of ~~the~~oil- ~~IPO~~ and ~~the~~gas-producing ~~sale~~activities ofor ~~the~~other ~~Private~~types ~~Units,~~of ~~and~~depletion ~~may~~expenses. The astabular adisclosure ~~result~~would bealso ~~required~~include tocertain ~~seek additional~~other ~~financing~~expenses, towhen ~~complete~~applicable. ~~such~~The ~~proposed~~ASU ~~initial~~does ~~business~~not ~~combination.~~change ~~Subject~~or toremove ~~compliance~~existing ~~with~~expense disclosure ~~applicable~~requirements; ~~securities laws~~however, ~~we would~~it ~~only~~may ~~complete~~affect ~~such~~where ~~financing~~that ~~simultaneously~~information ~~with~~appears in the ~~completion~~footnotes ofto ~~our~~the ~~initial~~financial ~~business combination~~statements. IfASU we2024-03 shall ~~are~~be ~~unable~~effective tofor ~~complete our~~public ~~initial~~ business ~~combination~~entities ~~because~~for weannual doreporting ~~not~~periods ~~have~~beginning ~~sufficient~~after ~~funds~~December ~~available~~15, ~~to us~~2026, weand ~~will~~interim bereporting periods ~~forced~~within toannual ~~cease~~reporting ~~operations~~periods ~~and~~beginning ~~liquidate the~~after ~~trust~~December ~~account. In addition~~15, ~~following~~2027. ~~our~~Early ~~initial~~adoption ~~business~~is ~~combination,~~permitted. ifThe ~~cash~~Company onis ~~hand~~currently isevaluating the ~~insufficient,~~potential weimpact ~~may~~this ~~need~~standard towill ~~obtain~~have ~~additional financing~~on inits ~~order~~consolidated tofinancial ~~meet~~statements ~~our~~and ~~obligations~~related disclosures.

~~There~~In isJuly no2025, ~~assurance~~the ~~that~~Financial ~~our~~Accounting ~~plans~~Standards toBoard ~~consummate~~issued aASU ~~business~~2025-05, ~~combination~~Financial ~~will~~Instruments be- ~~successful~~Credit ~~within~~Losses ~~the~~(Topic ~~combination~~326): ~~period.~~Measurement of AsCredit aLosses ~~result~~for Accounts Receivable and Contract Assets, ~~there is~~which ~~substantial~~amends ~~doubt~~the ~~about~~guidance in ASC 326. The amendments simplify the ~~entity’s~~measurement of ~~ability~~expected tocredit ~~continue~~losses asfor aaccounts ~~going~~receivable ~~concern~~and ~~within~~contract ~~one~~assets ~~year~~by ~~after~~permitting ~~the~~entities ~~date~~to ~~that~~use ~~the~~a ~~financial~~practical expedient based on historical ~~statements~~loss ~~are~~rates, ~~issued~~adjusted orfor ~~are~~current ~~available~~conditions toand bereasonable ~~issued~~and supportable forecasts.

AsThe ofamendments ~~September~~in ~~30,~~this ~~2025,~~update weare ~~had~~effective ~~cash~~for offiscal ~~$3,713~~years ~~and~~beginning aafter ~~working~~December ~~capital~~15, ~~deficit of $5~~2025,~~238,909.~~ Weincluding ~~have~~interim ~~incurred~~periods ~~and~~within ~~expect~~those ~~to continue to~~fiscal ~~incur~~years. ~~significant~~Early ~~professional~~adoption ~~costs~~is ~~to remain as a public traded company and to incur transaction costs in pursuit of a Business Combination~~permitted. In ~~connection~~The ~~with~~Company ~~our~~adopted ~~assessment of going concern considerations in accordance with Accounting Standards Update (“~~ASU~~”) 2014~~ 2025-~~15,~~05 ~~“Disclosures~~effective ofJanuary ~~Uncertainties about an Entity’s Ability to Continue as a Going Concern~~1,” ~~we believe that these conditions raise substantial doubt about our ability to continue as a going concern~~2026. InThe ~~addition,~~adoption ifof wethis ~~are~~guidance ~~unable~~did ~~to complete a Business Combination within the Combination Period and such period is~~ not ~~extended, there will be a liquidation and subsequent dissolution. As~~ ~~a result, we~~ have ~~determined~~a ~~that~~material ~~such~~impact ~~additional~~on ~~condition~~the ~~also~~Company’s ~~raises substantial doubt about our ability to continue as a going concern. The~~ consolidated financial statements ~~do not include any adjustments that might result from the outcome of the uncertainty~~.

~~Off~~The Company is currently evaluating the impact of ASU 2025-~~Balance~~05 on its consolidated financial statements and does not expect the adoption of ~~Sheet~~this ~~Financing~~guidance ~~Arrangements~~to have a material impact.

WeOther ~~have~~accounting nostandards ~~obligations,~~that ~~assets~~have orbeen ~~liabilities,~~issued ~~which~~by ~~would~~FASB bethat ~~considered~~do ~~off-balance~~not ~~sheet~~require ~~arrangements~~adoption asuntil ofa ~~September~~future ~~30,~~date ~~2025.~~are ~~We do~~ not ~~participate~~expected into ~~transactions~~have ~~that~~a ~~create~~material impact ~~relationships~~on ~~with~~the ~~unconsolidated~~consolidated ~~entities or~~ financial ~~partnerships,~~statements ~~often~~upon ~~referred~~adoption. toWe ~~as variable~~do ~~interest~~not ~~entities,~~discuss ~~which~~recent ~~would~~standards ~~have~~that ~~been~~are ~~established~~not ~~for~~anticipated ~~the~~to ~~purpose of facilitating off-balance sheet arrangements. We~~ have an ~~not~~impact ~~entered~~on ~~into~~or ~~any~~are ~~off-balance~~unrelated ~~sheet~~to ~~financing~~our ~~arrangements,~~consolidated ~~established~~financial ~~any special purpose entities~~condition, ~~guaranteed~~results ~~any debt or commitments~~ of ~~other entities~~operations, orcash ~~purchased~~flows ~~any~~or ~~non-financial assets~~disclosures.

~~Related~~Emerging ~~Party~~Growth ~~Transactions~~Company

~~Please~~The ~~refer~~Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as modified by the Jumpstart Our Business Startups Act of 2012, and it continues to ~~Financial~~qualify ~~Statement~~as ~~Note~~such 4as of March 31, 2026. As an emerging growth company, the Company may take advantage of certain exemptions from various reporting requirements applicable to other public companies that are not emerging growth companies, including, but not limited to, exemption from the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley ~~Related~~Act, ~~Parties~~reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements to hold a nonbinding advisory vote on executive compensation and to obtain stockholder approval of any golden parachute payments not previously approved.

~~Other~~In ~~Contractual~~addition, ~~Obligations~~Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies are required to comply with such standards. The Company has elected not to opt out of this extended transition period. As a result, when a standard is issued or revised with different application dates for public and private companies, the Company may adopt the new or revised standard at the time private companies adopt such standard. Accordingly, the Company’s financial statements may not be comparable to those of public companies that comply with new or revised accounting standards on earlier effective dates.

~~We do~~3. ~~not~~ACCOUNTS ~~have any long-term debt, capital lease obligations, operating lease obligations or long-term liabilities reflected on our balance sheet.~~RECEIVABLE

~~Registration~~Accounts ~~Rights~~receivable represents amounts due from customers in the ordinary course of business, primarily from e-commerce platform sales.

~~The~~As ~~holders~~ of ~~the~~March ~~Founder Shares~~31, ~~EBC~~2026 ~~founder~~and ~~shares,~~December ~~Private Placement Units will be entitled to registration rights pursuant to a registration rights agreement dated July 11~~31, ~~2023 requiring the Company to register such securities for resale. Subject to certain limitations set forth in such agreement~~2025, ~~the~~accounts ~~holders~~receivable ofwas ~~these~~$505 ~~securities~~and ~~will be entitled to make up to three demands~~$427, ~~excluding short form registration demands, that the Company register such securities~~respectively. InNo ~~addition,~~allowance the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to completion of a Business Combination and rights to require the Company to register for ~~resale~~credit ~~such~~losses ~~securities~~was ~~pursuant to Rule 415 under the Securities Act. However~~recorded, ~~the registration rights agreement provides~~ ~~that~~as ~~the~~balances ~~Company will not be required to effect or permit any registration or cause any registration statement to become effective until the securities covered thereby~~ are ~~released~~immaterial ~~from~~and ~~their lock~~short-upterm ~~restrictions. The Company will bear the expenses incurred~~ in ~~connection with the filing of any such registration statements~~nature.

~~Business Combination~~4. ~~Marketing~~INVENTORIES ~~Agreement~~- NET

WeAs ~~have~~of ~~engaged~~March ~~EBC~~31, as2026 ~~an advisor in connection with its Business Combination to assist in holding meetings with the Company stockholders to discuss the potential Business Combination~~ and ~~the~~December ~~target~~31, ~~business’ attributes~~2025, ~~introduce~~ the Company tohad ~~potential~~inventory ~~investors that~~balances ~~are~~of ~~interested~~$914,678 ~~in purchasing its securities in connection with its initial Business Combination~~ and assist with press releases and public filings in connection with the Business Combination. The Company will pay EBC a service fee for such services upon the consummation of its initial Business Combination in an amount equal to 3.5% of the gross proceeds of the IPO. As of September 30$1, ~~2025~~069,465, ~~such~~consisting ~~fee~~of ~~was incurred as~~ the ~~underwriter had completed substantially all services stated in the marketing agreement.~~following:

In SCHEDULE ~~addition,~~OF ~~the~~INVENTORY Company will pay EBC a service fee in an amount equal to 1.0% of the total consideration payable in the initial Business Combination if it introduces the Company to the target business with whom it completes an initial Business Combination and the amount will be payable in cash and is due at the closing date of the initial Business Combination. As of the filing date, no such service has been provided by EBC.NET

Critical Accounting Estimates

	March 31, 2026 (Unaudited)			December 31, 2025

Purchased goods	$	1,069,168		$	1,274,700
Freight-in costs		58,148			63,025
Inventory		1,127,316			1,337,725
Less: inventory impairment		(212,638	)		(268,260	)
Inventory, net	$	914,678		$	1,069,465

~~The~~For ~~preparation~~the ofthree ~~consolidated~~months ~~financial~~ended ~~statements~~March ~~and~~31, ~~related~~2026, ~~disclosures~~the inCompany ~~conformity~~recognized ~~with~~an ~~accounting~~inventory ~~principles~~provision ~~generally~~of ~~accepted in~~approximately ~~the~~$309 ~~United~~as ~~States~~inventory ofcost ~~America~~exceeded net ~~requires~~realizable ~~management~~value ~~to make estimates~~ and ~~assumptions~~recorded ~~that~~reductions ~~affect the reported amounts~~ of ~~assets~~approximately ~~and liabilities~~$55,931 ~~disclosure~~related ofprimarily ~~contingent~~to ~~assets~~inventories ~~and~~sold ~~liabilities~~or atotherwise ~~the~~utilized ~~date of the financial statements, and income and expenses~~ during the ~~periods reported~~period. ~~Actual results could materially differ from those estimates. We have not identified any critical accounting policies or estimates.~~

~~Net~~For ~~Income~~the ~~(Loss)~~three ~~per~~months ~~Share~~ended March 31, 2025, the Company recognized an inventory provision of $25,425, as the inventory cost value exceeded the net realizable value, and recorded a reduction of $271,546 for inventories that were removed, sold, or replaced under warranty.

The ~~Company~~movement ~~complies with accounting and disclosure requirements~~ of ~~FASB~~inventory ~~ASC~~impairment ~~260,~~provisions ~~Earnings~~are ~~Per~~summarized ~~Share.~~as In order to determine the net income (loss) attributable to both the redeemable shares and non-redeemable shares, the Company first considered the undistributed income (loss) allocable to both the redeemable shares and non-redeemable shares and the undistributed income (loss) is calculated using the total net loss less interest income and unrealized gain or loss on investments in trust account less any dividends paid. We then allocated the undistributed income (loss) ratably based on the weighted average number of shares outstanding between the redeemable and non-redeemable shares. Any remeasurement of the accretion to redemption value of the ordinary shares subject to possible redemption was considered to be dividends paid to the public shareholders.follows:

~~Recent Accounting~~ SCHEDULE ~~Standards~~OF INVENTORY IMPAIRMENT PROVISIONS

Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on our consolidated financial statements.

	2026			2025
	Three months ended
	March 31,
	2026			2025
Balance at the beginning of the period	$	268,260		$	798,046
Addition		309			25,425
Deletion		(55,931	)		(271,546	)
Balance at the end of the period	$	212,638		$	551,925

~~ITEM 3~~5. ~~QUANTITATIVE~~PREPAID ~~AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK~~EXPENSES

As of March 31, 2026 and December 31, 2025, the Company had prepaid expenses of $270,958 and $355,467, respectively. These balances primarily consisted of prepaid federal and state income taxes and other routine prepaid operating expenses.

6.	RELATED PARTY BALANCES AND TRANSACTIONS

The principal related parties with which the Company had transactions for the three months ended March 31, 2026 and 2025, and balances as of March 31, 2026 and December 31, 2025 are as follows:

Name		Relationship with the Company
Sean Da		CEO and Board Chair, and majority stockholder
Senslab HK Limited (hereinafter referred to as “Senslab HK”)		Affiliate of Sean Da
Senslab Technology Co., Ltd (hereinafter referred to as “Senslab SH”)		Affiliate of Sean Da
Ants Technology (HK) Limited (hereinafter referred to as “Ants”)		Affiliate of Sean Da
Kami Vision Incorporated (hereinafter referred to as “Kami”)		Affiliate of Sean Da
Yunyizhilian Information Technology Co., Ltd (hereinafter referred to as “Yunyizhilian”)		Entity under common control with Sean Da
Shanghai Xiaoyun Technology Co., Ltd. (hereinafter referred to as “Xiaoyun”)		Formerly VIE
Kunshan Ant Vision Electronic Technology Co., Ltd. (hereinafter referred to as “Yishijue”)		Formerly VIE
ZKCam Co., Ltd. (“ZKCam”)		Minority Stockholder of the Company

Impact of Related Party Transactions on Operations

During the three months ended March 31, 2026 and 2025, related party transactions had the following impact on income (loss) before income tax:

SCHEDULE OF RELATED PARTY TRANSACTIONS

	2026			2025
Related Party Transactions	Income (loss) before income tax
Income Statement	Three months ended
	March 31,
	2026			2025
Revenue share – related party (Kami)	$	756,008		$	570,588
Product revenue - related party (Kami)		-			134
Product revenue - related party (ZKCam)		135,364			-
Product revenue - related party (Xiaoyun)		517			-
Product revenue - related party (Yishijue)		667			-
Intelligent Information Service (Kami)		157,382			-
AI Service Sharing (Kami)		32,660			-
Product cost - related party (Senslab)		(140,802	)		(909,624	)
General and administrative expenses - Consulting fee-related party (Kami)		(33,611	)		(74,486	)
General and administrative expenses - Stockholder’s business travel expense (Sean)		(21,736	)		(25,800	)
General and administrative expenses - Financial consulting fee (Ants)		(15,000	)		(15,000	)
Other income - Marketing incentive subsidy income (Kami)		-			683,898
Total impact on income (loss) before income tax	$	871,449		$	229,710
% of income (loss) before income tax		608	%		N/M	%

Related Party Balances

As of March 31, 2026 and December 31, 2025, balances with related parties were as follows.

Balance Sheet	Ants		Senslab SH		Senslab HK		ZKCam		Kami		Sean Da		Yi shijue		Xiao Yun		Total
Related Party Transactions	As of March 31, 2026
Balance Sheet	Ants		Senslab SH		Senslab HK		ZKCam		Kami		Sean Da		Yi shijue		Xiao Yun		Total
Accounts receivable - related party	$	-	$	-	$	-	$	569,252	$	2,544,441	$	-	$	667	$	517	$	3,114,877
Other receivable - related party, net		4,872		37,005				-				146,979				4,143		192,999
Including:																		-
Other receivable - related party		4,872		37,005				-				146,979		-		4,143		192,999
Prepayment - related party		51,844		-				-		-		-		-				51,844
Advance to suppliers – related party		-		-		21,387		-		-		-		-				21,387
Accounts payable - related party		1,799		-				-		-		-		-				1,799
Other payable - related party		-		-				-		-		-		1,786				1,786

Balance Sheet	Ants		Senslab SH		Senslab HK		Xiaoyun		ZKCam		Kami		Sean Da		Total
Related Party Transactions	As of December 31, 2025
Balance Sheet	Ants		Senslab SH		Senslab HK		Xiaoyun		ZKCam		Kami		Sean Da		Total
Accounts receivable - related party	$	-	$	-	$	-			$	433,888	$	1,632,002	$	-	$	2,065,890
Other receivable - related party, net		4,872		26,406				4,035		-		-		440,596		475,909
Including:				-		-								-		-
Other receivable - related party		4,872		26,406				4,035		-		-		440,596		475,909
Advance to suppliers – related party						21,387		-		-						21,387
Prepayment - related party		66,844		-		-				-		-		-		66,844

Specifically, transactions with each related party presented in the above tables are as follows:

Senslab HK Limited and Senslab Technology Co., Ltd

	Balance		% of Total Assets			Balance		% of Total Assets
	March 31,					December 31,
	2026					2025
	Balance		% of Total Assets			Balance		% of Total Assets
Advance to suppliers - related party (Senslab HK)	$	21,387		0	%	$	21,387		0	%
Other receivable - related party (Senslab SH)		37,005		0	%		26,406		0	%
Total	$	58,392		1	%	$	47,793		0	%

	Balance		% of Total Assets			Balance		% of Total Assets
	March 31,					December 31,
	2026					2025
	Balance		% of Total Liability			Balance		% of Total Liability
Accounts payable - related party (Senslab HK)	$	-		-	%	$	-		-	%
Accounts payable - related party (Senslab SH)		-		-	%		-		-	%
Total	$	-		-	%	$	-		-	%

Sean Da, the Company’s majority stockholder, owns approximately 38% of Senslab Technology Co., Ltd. (“Senslab SH”), which owns 100% of Senslab HK Limited (“Senslab HK”). Both entities are therefore considered related parties of the Company.

Historically, the Company procured security cameras from Senslab HK. Senslab HK purchased the products from Senslab SH and exported them to the Company. Beginning in the fourth quarter of 2023, after Senslab SH obtained import and export trade approval, the Company also began purchasing security cameras directly from Senslab SH.

The Company procured security cameras from Senslab HK for $nil during the three months ended March 31, 2026 and 2025. During the same periods, purchases from Senslab SH totaled $nil and $186,005, respectively. The significant decrease in purchases from related party suppliers in 2026 was primarily due to a shift in the Company’s business model toward higher-margin revenue streams, including revenue sharing and intelligent information services, which reduced the Company’s reliance on product sales and corresponding inventory purchases.

As of March 31, 2026 and December 31, 2025, accounts payable due to Senslab HK and Senslab SH were $nil for both periods.

Ants Technology (HK) Limited

	Balance		% of Total Asset			Balance		% of Total Asset
	March 31,					December 31,
	2026					2025
	Balance		% of Total Asset			Balance		% of Total Asset
Prepayment - related party	$	51,844		0	%	$	66,844		1	%
Other receivable - related party		4,872		0	%		4,872		0	%
Total	$	56,716		1	%	$	71,716		1	%

	Balance		% of Total Asset			Balance		% of Total Asset
	March 31,					December 31,
	2026					2025
	Balance		% of Total liabilities			Balance		% of Total liabilities
Accounts Payable-related party	$	1,799		1	%	$	-		-	%
Total	$	1,799		1	%	$	-		-	%
Accounts Payable	$	1,799		1	%	$	-		-	%

Sean Da, the Company’s majority stockholder, owns 95% of Ants.

Prepayment – Related Party

The prepayment is amortized based on (i) revenue collected from the sale of Ants’ inventories, (ii) reimbursements of costs incurred by Ants, and (iii) financial consulting fees payable to Ants beginning January 1, 2025 for bookkeeping support services at a monthly rate of $5,000.

For the three months ended March 31, 2026 and 2025, the Company recognized $15,000 of financial consulting fees. Revenue collected from the sale of Ants’ inventories was not material for the years presented.

As of March 31, 2026 and 2025, the remaining prepayment balance was $51,844 and $66,844, respectively.

Other receivable – related party

As of March 31, 2026 and December 31 2025, the Company had gross “other receivable – related party” balances due from Ants of $4,872 and $4,872, respectively.

Account Payable – related party

During the three months ended March 31, 2026 and ,2025, AMCV purchased security cameras from Ants in the amounts of $ 1,799 and $nil, respectively.

As of March 31, 2026 and December 31, 2025, accounts payable due to Ants were $1,799 and $nil, respectively.

The following table presents the movement of “other receivable – related party” balances due from Ants:

	March 31,		December 31,
	2026		2025

Balance at the beginning of the period	$	4,872	$	1,790,009

Repayment from Ants (1)		-		(1,790,009	)
Inventory Transfer /(Procurement) (2)		-		4,872
Balance at the end of the period	$	4,872	$	4,872

	(1)	Prior to April 2022, Ants collected payments from Amazon customers on behalf of the Company. Beginning in April 2022, the Company obtained direct access to the third-party cross-border payment platform and began receiving customer payments directly. Accordingly, amounts previously held by Ants were repaid to the Company.

	(2)	Inventory-related movements reflect transfers and procurement arrangements between the Company and Ants. During March 31, 2026 and 2025, such activities resulted in net increases of $nil and $4,872, respectively, to the related-party receivable balance.

Kami Vision Incorporated

Sean Da, the Company’s majority stockholder, also serves as Chief Executive Officer of Kami and holds approximately 80% ownership of Kami. Accordingly, transactions between the Company and Kami are considered related-party transactions.

Revenue-Sharing Arrangement – Cloud Services & AI Service Sharing

In October 2021, the Company entered into a revenue-sharing agreement with Kami related to cloud-based services associated with the Company’s products. These services include storage of recorded video data, image analysis, and alert and intelligent detection services provided to end users.

Under the arrangement, the Company refers customers to Kami and is entitled to a portion of the subscription revenues generated from those customers.

On July 1, 2025, the Company entered into an amended agreement with Kami to revise the revenue-sharing percentages applicable to subscription revenues from referred customers. The amended terms apply prospectively and do not affect revenue recognized prior to the modification date.

Annual subscription periods	Percentage basis
	Inception through June 30, 2025			From July 1, 2025 Onwards
First year during which an end user starts the cloud service subscription from Kami		30	%		30	%
Second year during which an end user continues the cloud service		15	%		30	%
Third year and thereafter during which an end user continues the service subscription from Kami		0	%		30	%

In January 2026, based on the existing cloud services, the Company developed a new AI service module that utilizes AI technology to provide capabilities such as facial recognition, motion capture, and fall detection to end users, and the revenue sharing ratio for the AI service is consistent with the existing arrangement at 30%.

During the three months ended March 31, 2026 and 2025, revenue share from Kami amounted to $946,050 and $570,588, respectively. The amount earned during the three months ended March 31, 2026 consisted of $756,008 for basic services, $32,660 for AI services and $157,382 for intelligent services

Revenue - sharing arrangement - Intelligent Information Service Agreement

On October 1, 2025, the Company entered a revenue-sharing arrangement related with Kami.

Under the arrangement, Kami operates an artificial intelligence-driven information distribution platform and related application, which utilizes hardware products sold by the Company to generate monetization opportunities. Kami manages all aspects of the platform operations, including content distribution, pricing, bidding processes, and relationships with third-party traffic or content providers.

The Company does not operate the platform or application, does not control the underlying services provided to end users, and does not have any ongoing performance obligations after the sale of its hardware products. Instead, the Company is contractually entitled to receive 30% of net monetization revenue generated by Kami from users associated with the Company’s products. Net monetization revenue represents gross receipts collected by Kami from third-party platforms, less applicable platform fees and related charges.

The Company concluded that it acts as an agent in this arrangement, as it does not control the services provided to end users, does not determine pricing, and does not receive gross consideration from third-party platforms. Accordingly, revenue is recognized on a net basis equal to the Company’s contractual share of monetization revenue in accordance with ASC 606.

During the three months ended March 31, 2026 and 2025, the Company recognized revenue of $157,382 and $nil, respectively, under this agreement.

Accounts receivable – related party

Accounts receivable – related party primarily represents amounts due from Kami under the Company’s revenue-sharing arrangements, including the cloud services and AI services sharing arrangement and the Intelligent Information Service Agreement described above. These balances represent the Company’s contractual share of monetization revenues earned but not yet remitted by Kami as of the respective reporting dates.

The increase in accounts receivable – related party as of March 31, 2026 compared to December 31, 2025 primarily reflects increased monetization activities under arrangements with Kami and the timing of settlements.

Other Receivable – Related Party and Marketing Incentive Subsidy Income

The Company entered into a market promotion subsidy agreement with Kami effective January 1, 2025, pursuant to which Kami agreed to provide an annual subsidy of up to $2 million to support the Company’s marketing activities related to Kami’s cloud services. The agreement was not renewed for 2026, and no such arrangement was in effect during the three months ended March 31, 2026.

Subsidy amounts under the 2025 agreement were determined based on agreed marketing activities performed and were invoiced periodically by the Company to Kami. As these amounts were not generated from the Company’s primary revenue-producing activities, they were recognized as other income, with the related receivable recorded as “other receivable – related party.”

For the three months ended March 31, 2026 and 2025, the Company recognized subsidy income of $nil and $683,898, respectively, within other income.

As of March 31, 2026 and December 31, 2025, the Company had other receivable – related party balances of $nil and $nil, respectively.

Product revenue – related party

To promote adoption of Kami’s cloud subscription services, Kami launched a promotional campaign beginning in the third quarter of 2024 under which customers received a complimentary security camera upon subscribing to Kami’s cloud services. As part of this promotion, Kami purchased security cameras from the Company.

For the three months ended March 31, 2026 and 2025, product revenue - related party from Kami was $nil and $134, respectively. The decline in 2026 reflects reduced promotional procurement activity following the initial launch of the promotional campaign in 2025.

Consulting fee

The Company engaged certain employees of Kami Vision Incorporated (“Kami”) to provide services as contractors. the Company paid Kami service fees of $33,611 and $74,486 for the three months ended March 31, 2026 and 2025, respectively. These amounts were recorded within general and administrative expenses in the consolidated statements of operations.

There were no outstanding balances payable to Kami related to consulting services as of March 31, 2026 or December 31, 2025.

Sean Da

As of March 31, 2026 and December 31, 2025, amounts due from the Company’s majority stockholder were $146,979 and $440,596, respectively, and are included within “other receivable – related party” in the consolidated balance sheets. These balances primarily represent advances made for business travel and related expenditures incurred on behalf of the Company.

As of December 31, 2025, the balance of $440,596 represented a note receivable - stockholder, which was fully repaid as of March 31, 2026.

Beginning in 2025, the Company made advance payments to the Company’s majority stockholder, Sean Da, to cover business travel and other operating expenditures incurred on behalf of the Company. These advances are recorded within “other receivable – related party” until the related expenses are substantiated and recognized in the Company’s financial statements.

During three months ended March 31, 2026, business travel expenses of $21,736 were incurred on behalf of the Company and recognized as operating expenses. As of March 31,2026, the remaining balance of $146,979 represents unsubstantiated or unused advances and is included in “other receivable – related party.” Of the $146,979, $50,000 was collected as of May 18, 2026.

	Balance		% of Total Asset			Balance		% of Total Asset
	March 31,					December 31,
	2026					2025
	Balance		% of Total Asset			Balance		% of Total Asset
Other receivable – related party		146,979		1	%		440,596		0	%
Total	$	146,979		1	%	$	440,596		0	%

ZKCam Technology Limited

	Balance		% of Total Asset			Balance		% of Total Asset
	March 31,					December 31,
	2026					2025
	Balance		% of Total Assets			Balance		% of Total Assets
Accounts receivable - related party	$	569,252		5	%	$	433,888		3	%
Total	$	569,252		5	%	$	433,888		3	%

ZKCam Technology Limited (“ZKCam”) is an affiliate of the Company. The Company commenced product sales to ZKCam in 2025 following the execution of a product sales agreement in the same year. Transactions with ZKCam are conducted in the ordinary course of business and primarily consist of the sale of products.

For the three months ended March 31, 2026 and 2025, product revenue recognized from ZKCam totaled $135,364 and $nil, respectively.

Amounts due from ZKCam primarily arose from these product sales and represent trade receivables generated in the normal course of business. As of March 31, 2026, the outstanding balance due from ZKCam was $569,252, which is included in accounts receivable – related party in the consolidated balance sheets. These receivables are unsecured, non-interest-bearing, and due on demand. The Company evaluates the collectability of related party receivables on an ongoing basis and believes the outstanding balance as of March 31, 2026 is fully collectible.

Shanghai Xiaoyun Technology Co., Ltd.

	Balance		% of Total Assets			Balance		% of Total Assets
	March 31,					December 31,
	2026					2025
	Balance		% of Total Assets			Balance		% of Total Assets
Other receivable - related party	$	4,143		0	%	$	4,035		0	%
Accounts Receivable - related party	$	517		0	%	$	-		-	%
Total	$	4,660		0	%	$	4,035		0	%

Shanghai Xiaoyun Technology Co., Ltd. (“Xiaoyun”) was previously a variable interest entity (“VIE”) of the Company and was deconsolidated in December 2025 when the Company ceased to meet the criteria for consolidation.

Following the deconsolidation, Xiaoyun is considered a related party of the Company.

After the deconsolidation, due to the transition period, some product links of certain Amazon UK stores have not been removed from the website. AMC still sells some products through Amazon stores in Europe. After evaluation by the management, these sales are considered as direct transactions with Xiaoyun

Amounts due from Xiaoyun primarily arose from transactions in the ordinary course of business subsequent to deconsolidation. The balance outstanding as of March 31, 2025 represents trade receivables, is non-interest-bearing, and is due on demand.

During the three months ended March 31, 2026 and 2025, product revenue recognized from Xiaoyun totaled $517 and $nil, respectively. As of March 31, 2026 and December 31, 2025, the remaining Other receivable - related party balance was $4,143 and $4,035, respectively.

The Company evaluated and recorded the related-party receivable balance as of March 31, 2026 based on the underlying books and records. Management assesses collectability on an ongoing basis and believes the amount is recoverable as of March 31, 2026.

Kunshan Ant Vision Electronic Technology Co., Ltd

	Balance		% of Total Assets				Balance		% of Total Assets
	March 31,						December 31,
	2026					2025
	Balance		% of Total Assets				Balance		% of Total Assets
Accounts Receivable - related party	$	667		1	%		$	-		-	%
Total		667		1	%		$	-		-	%

	Balance		% of Total Assets			Balance		% of Total Assets
	March 31,					December 31,
	2026					2025
	Balance		% of Total Liabilities			Balance		% of Total Libilities
Other payable - related party	$	1,786		1	%	$	-		-	%
Total	$	1,786		1	%	$	-		-	%

Kunshan Ant Vision Electronic Technology Co., Ltd(“Yishijue”) was previously a variable interest entity (“VIE”) of the Company and was deconsolidated in December 2025 when the Company ceased to meet the criteria for consolidation.

Following the deconsolidation, Yishijue is considered a related party of the Company.

After the deconsolidation, due to the transition period, some product links of certain Amazon European stores have not been removed from the website. AMC still sells some products through Amazon stores in Europe. After evaluation by the management, these sales are considered as direct transactions with Yishijue

Amounts due from Yishijue primarily arose from transactions in the ordinary course of business subsequent to deconsolidation. The balance outstanding as of March 31, 2025 represents trade receivables, is non-interest-bearing, and is due on demand.

During the three months ended March 31, 2026 and 2025, product revenue recognized from Yishijue totaled $667 and $nil, respectively. As of March 31, 2026 and December 31, 2025, the remaining Other payable - related party balance was $1,786 and $nil, respectively.

7.	ACCRUED AND OTHER LIABILITIES

As of March 31, 2026 and December 31, 2025, total accrued expenses and other liabilities were $672,727 and $701,844, respectively. Accrued expenses and other liabilities primarily consist of short-term operational obligations, including credit card payables, insurance premiums payable, attorney fees payable, audit fees payable, and other miscellaneous accrued expenses.

The overall decrease of $29,117 from December 31, 2025 to March 31, 2026 was primarily driven by lower professional fee accruals. Audit fees payable increased significantly from $33,033 to $176,400, reflecting ongoing audit and financial reporting activities, and attorney fees payable of $125,000 were recognized in the current period. In addition, credit card payables of $18,533 as of March 31, 2026 represent routine operating expenditures incurred but not yet settled at period end.

These increases were partially offset by a decrease in other payables, which declined from $372,591 to $169,734, primarily due to the settlement of prior period accrued obligations. Insurance premiums payable also decreased from $187,198 to $134,225 as a result of payments made during the quarter.

	March 31,		December 31,
	2026		2025
Credit card payable	$	18,533	$	-
Insurance premiums		134,225		187,198
Attorney fees payable		125,000		-
Audit fees payable		176,400		33,033
Other payable		218,569		481,613
Total accrued and other liabilities	$	672,727	$	701,844

8.	WARRANTY LIABILITIES

The Company estimates warranty liabilities based on historical product replacement rates, expected future claims, and estimated shipping and handling costs per unit. Management periodically reassesses the adequacy of the warranty reserve and adjusts the provision as necessary based on actual claims experience and updated assumptions.

In estimating warranty liabilities, the Company considers historical claim rates, product-specific performance, and applicable warranty terms, including extended warranty periods in certain markets. For products sold in Europe, which are generally subject to a two-year warranty period, the Company’s estimate incorporates expected claims over the applicable coverage period.

For the three months ended March 31, 2026 and 2025, the Company recognized warranty expenses of $1,499 and $9,426, respectively. Warranty claim costs incurred during the three months ended March 31, 2026 were not material, compared to $332 for the same period in 2025.

As of March 31, 2026 and December 31, 2025, the total warranty liabilities were $38,332 and $36,833, respectively, of which $31,493 and $30,023 were classified as current, and $6,839 and $6,810 were classified as non-current, respectively.

The following table presents the movement of product warranty liabilities for the three months ended March 31, 2026 and 2025.

SCHEDULE OF WARRANTY LIABILITY

	2026		2025
	Three months ended March 31,
	2026		2025

Balance at the beginning of the period	$	36,833	$	83,284
Provision for warranties, net		1,499		9,426
Warrant costs incurred		-		(332	)
Balance at the end of the period	$	38,332	$	92,378
Including:
Current portion	$	31,493	$	75,281
Non-current portion	$	6,839	$	17,097

LEASE

The Company determines whether an arrangement is or contains a lease at inception. Lease agreements under which the Company is a lessee are evaluated for classification as either finance or operating leases. The Company’s leases are classified as operating leases. Operating lease right-of-use (“ROU”) assets and corresponding lease liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. The ROU asset represents the Company’s right to use the underlying asset during the lease term, and the lease liability represents the Company’s obligation to make lease payments. As most of the Company’s leases do not provide an implicit interest rate, the Company uses its incremental borrowing rate, determined based on information available at the lease commencement date, to measure the present value of lease payments.

Leases with an initial term of 12 months or less are not recorded on the Company’s consolidated balance sheets. Instead, lease expense for these short-term leases is recognized on a straight-line basis over the lease term. The Company has elected the practical expedient to account for lease and non-lease components as a single lease component.

The Company leases office space in New York City under an operating lease with a term of approximately 39 months, which includes an option to renew. The lease requires fixed monthly payments and does not include variable lease payments based on an index or rate.

In addition, on January 5, 2026, the Company, through its subsidiary AMCV Company Limited, entered into a lease agreement for office space in Vietnam with an initial term of 12 months. This lease qualifies as a short-term lease under ASC 842, and accordingly, no ROU asset or lease liability has been recognized. Instead, lease payments are recognized as rent expense on a straight-line basis over the lease term. Rent expense related to this lease was approximately $368 for the three months ended March 31, 2026.

For the three months ended March 31, 2026, the Company recognized operating lease expense of $14,210, primarily related to its New York office lease. No lease expense was recognized for the three months ended March 31, 2025.

As of March 31, 2026, the Company’s operating lease ROU asset and total lease liability were $88,354 and $96,051, respectively, compared to $101,221 and $110,102 as of December 31, 2025. The decrease reflects ongoing amortization of the ROU asset and payments made against the lease liability during the period.

The components of operating lease expense for the three months ended March 31, 2026 and 2025 were as follows:

SCHEDULE OF LEASE COST

Operating Lease Expense

	2026		2025
	Three Months Ended
	March 31,
	2026		2025

Operating lease expense	$	14,210	$	-

Right-of-Use Asset and Lease Liability

	March 31,			December 31,
	2026			2025

Operating lease right-of-use assets	$	88,354		$	101,221
Short-term operating lease liabilities		(58,120	)		(57,349	)
Long-term operating lease liabilities		(37,931	)		(52,753	)
Total operating lease liabilities	$	(96,051	)	$	(110,102	)

Weighted-Average Lease Term and Discount Rate

	March 31,			December 31,
	2026			2025

Weighted average lease term		1.75			1.9
Weighted average discount rate		5.49	%		5.49	%

Supplemental Cash Flow Information

	March 31,		December 31,
	2026		2025

Supplemental noncash information:
Right-of-use asset obtained in exchange for lease obligations	$	-	$	168,418

Future Minimum Lease Payments

The following table summarizes the Company’s future lease payments under the operating lease as of March 31, 2026

Future lease commitments	Commitments

2026 (remaining of the year)	$	46,182
2027		53,878
Total Lease Payments	$	100,060
Less: imputed interest		(4,009	)
Less: prepayments		-
Present value of lease liabilities	$	96,051
Current portion of obligations under operating leases		58,120
Obligations under operating leases, non-current		37,931

10.

CONCENTRATION RISK

SCHEDULE OF CONCENTRATION RISK

Customer Concentration

The Company’s revenues are concentrated among a limited number of customers. The following customer accounted for 10% or more of total revenues for the three months ended March 31, 2026 and 2025:

As of March 31, 2026, and December 31, 2025, the following customer accounted for 10% or more of total accounts receivable – related party:

The loss of this customer or a significant reduction in purchases by this customer could have a material adverse effect on the Company’s business, financial condition, and results of operations.

Supplier Concentration

The Company relies on a limited number of suppliers for its inventory purchases. The following suppliers accounted for 10% or more of total purchases for the three months ended March 31, 2026 and 2025:

	Three months ended
	March 31,
	2026			2025

Senslab Technology Co., Ltd (related party)		0	%		100	%
ZKCam Technology Limited (related party)		83	%		0	%
Third-party supplier		-	%		0	%

11.

STOCKHOLDERS’ EQUITY

The Company’s stockholders’ equity reflects the capital structure established upon the completion of the Business Combination on December 9, 2025, which was accounted for as a reverse recapitalization in accordance with ASC 805. Under this method of accounting, the Company was treated as the accounting acquirer and AlphaVest Acquisition Corp. (“AlphaVest”) was treated as the acquired company for financial reporting purposes.

In connection with the Business Combination, AlphaVest held approximately $11.5 million in its trust account prior to redemptions. Following redemptions of approximately $2.6 million, the Company received net trust proceeds of approximately $8.9 million. In connection with the closing of the Business Combination on December 9, 2025, the Company received $8.0 million in gross proceeds from PIPE financing. In connection with the PIPE financing, the Company also issued warrants that were initially classified as a derivative liability under ASC 815. Upon the closing of the Business Combination and related transactions, the warrants no longer met the criteria for liability classification, and the remaining fair value was reclassified to additional paid-in capital. As of March 31, 2026, no PIPE warrant liability remained outstanding.

As a result of the reverse recapitalization, AlphaVest’s historical equity was eliminated and replaced with the equity structure of the combined company, including the retroactive restatement of shares and per share amounts for all periods presented.

During the three months ended March 31, 2026, the Company issued 5,000 shares of common stock upon the exercise of warrants at an exercise price of $4.017 per share, resulting in total cash proceeds of $20,085. The proceeds were recorded as an increase to common stock and additional paid-in capital. As a result, the Company’s total shares of common stock outstanding increased from 22,595,363 as of December 31, 2025 to 22,600,363 as of March 31, 2026.

There were no other material changes to stockholders’ equity during the three months ended March 31, 2026. Refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 for additional details regarding the Business Combination.

12.

SEGMENT REPORTING

The Company determines its reportable operating segments using the “management approach” in accordance with ASC 280, Segment Reporting. Under this approach, operating segments are based on the internal reporting structure used by the Company’s chief operating decision maker (“CODM”) to allocate resources and assess operating performance. The Company’s Chief Executive Officer serves as the CODM and evaluates segment performance primarily based on segment revenue and segment net income (loss).

The Company operates online stores on e-commerce platforms with separate platform accounts serving North America and Europe. Accordingly, the Company has identified two reportable operating segments: (1) North America (including assets and operating results of AMCV) and (2) Europe. Revenue generated through these e-commerce platforms is the primary performance indicator, as the Company’s business model is focused on selling products through online marketplace stores.

Following the termination of the Company’s variable interest entity (“VIE”) arrangements in December 2025, the Company no longer has operations in China, and therefore does not present a China segment for the three months ended March 31, 2026.

Segment revenues are directly attributed to the geographic region in which the sales are generated. Cost of revenues and operating expenses are allocated based on the relative proportion of revenue generated by each segment. Interest income and interest expense are allocated based on the use of underlying assets or liabilities within each segment. Other segment expenses are not material individually and are not presented separately.

SCHEDULE OF SEGMENT REPORTING

	North America			Europe			Total			North America			Europe			China			Total
	Three months ended									Three months ended
	March 31,									March 31,
	2026									2025
	North America			Europe			Total			North America			Europe			China			Total

REVENUES
Product revenue	$	104,528		$	-		$	104,528		$	823,942		$	397,861		$	-		$	1,221,803
Product revenue - related party		132,854			1,184			134,038			134			-			-			134
Revenue share – related party		752,256			3,752			756,008			384,805			185,783			-			570,588
Intelligent Information Service - related party		156,601			781			157,382			-			-			-			-
AI Service Sharing - related party		32,498			162			32,660			-			-			-			-
Total Revenues		1,178,737			5,879			1,184,616			1,208,881			583,644			-			1,792,525
Less:
Cost of Revenue:
E-commerce platform expenses		16,494			82			16,576			240,065			115,903			-			355,968
Product cost		139,618			1,184			140,802			613,452			296,172			-			909,624
Delivery and freight cost		6,242			31			6,273			8,888			4,290			-			13,178
Inventory impairment losses		307			2			309			17,147			8,278			-			25,425
Total Cost of Revenue		162,661			1,299			163,960			879,552			424,643			-			1,304,195
Gross Profit		1,016,076			4,580			1,020,656			329,329			159,001			-			488,330
Less:
Operating Expenses:
Marketing and advertising		9,418			47			9,465			266,176			128,510			-			394,686
Consulting fee		33,444			167			33,611			60,052			28,993			-			89,045
Warranty expense		1,493			7			1,500			6,357			3,069			-			9,426
Payroll expenses		218,814			1,091			219,905			81,408			39,304			-			120,712
Professional fees		320,628			1,599			322,227			286,401			138,273			-			424,674
Travel and entertainment		29,589			148			29,737			17,399			8,400			-			25,799
(Reversal)/provision for credit losses - related party		-			-			-			-			-			-			-
Office expenses		19,352			97			19,449			4,068			1,965			-			6,033
Sales tax		14,510			72			14,582			11,359			5,484			-			16,843
State B&O tax		-			-			-			30			-			-			30
Other segment expenses		240,441			1,199			241,640			100,088			48,323			424			148,835
Plus:
Other Income/(Expenses):
Marketing campaign		-			-			-			461,222			222,676			-			683,898
Interest income		28,509			142			28,651			318			-			-			318
Loss on deconsolidation		-			-			-									-
Interest expense		-			-			-			(9	)		-			(16,493	)		(16,502	)
Other income		-			-			-			9,516			4,594			-			14,110
Other expense		(9,443	)		(47	)		(9,490	)		(4,670	)		(2,255	)		-			(6,925	)
Less:
Income tax		(2,089	)		(10	)		(2,099	)		4,323			-			-			4,323
Segment Net Income (Loss)	$	145,363		$	238		$	145,601		$	(41,955	)	$	(18,305	)	$	(16,917	)	$	(77,177	)

The following table presents total assets by segment as of March 31, 2026 and December 31, 2025.

	North America		Europe		Total		North America		Europe		China		Total
	March 31, 2026						December 31, 2025
	North America		Europe		Total		North America		Europe		China		Total
TOTAL SEGMENT ASSETS	$	11,243,622	$	56,080	$	11,299,702	$	7,595,063	$	3,577,523		-	$	11,172,586

13.

TAXATION

The Company’s provision for income taxes for the three months ended March 31, 2026 and 2025 consisted of the following:

SCHEDULE OF PROVISION FOR INCOME TAXES

	2026		2025
	Three months ended
	March 31,
	2026		2025

Current tax provision	$	2,099	$	4,323
Deferred tax provision		-		-
Total provision for income taxes	$	2,099	$	4,323

Income Tax

The Company is subject to U.S. federal and state income taxation. For the three months ended March 31, 2026 and 2025, the Company recorded state income tax expense of approximately $2,099 and $4,323, respectively, and no federal income tax expense in either period.

The Company’s effective tax rate is 1.42% for the three months ended March 31, 2026 , compared to (5.93%) in the same period last year. Our effective tax rate is higher than the U.S. federal statutory tax rate primarily as a result of projected full year profits in US.

Realization of a portion of the Company’s deferred tax assets is dependent upon the Company generating sufficient taxable income in future years to obtain benefit from the reversal of temporary differences.

Management considered all available evidence under existing tax law and anticipated expiration of tax statutes and determined that a full valuation allowance was required as of March 31, 2026.

We have not completed a study to determine whether and ownership change per the provisions of Section 382 of the Internal Revenue Code of 1986, as amended, as well as similar state provisions, has occurred. Utilization of the Company’s net operating loss and income tax credit carryforwards may be subject to a substantial annual limitation due to ownership changes that may have occurred or that could occur in the future. These ownership changes may limit the amount of the net operating loss and income tax credit carryover that can be utilized annually to offset future taxable income. In general, an “ownership change” as defined by Section 382 of the Code results from a transaction or series of transactions over a three-year period resulting in an ownership change of more than 50 percentage points of the outstanding stock of a company by certain stockholders. Currently the approximately 70% of the Company is owned by a single shareholder since the inception of the Company through 3/31/2026, it is unlikely that a section 382 ownership change has occurred.

The following table reconciles the U.S. federal statutory income tax rate to the Company’s effective tax rate for the three months ended March 31, 2026 and 2025:

	2026($)			2026(%)			2025 ($)			2025(%)
	Three months ended March 31,
	2026($)			2026(%)			2025 ($)			2025(%)
Tax provision	$	31,017			21	%	$	(15,299	)		21.00	%
Effect of State taxes	$	1,658			1.12	%	$	3,415			(4.69	)%
federal effect of state tax in deferred	$	1,427			0.97	%	$	12,785			(17.55	)%
Foreign tax rate differential	$	-			0.00	%	$	3,553			(4.88	)%
R&D tax credits	$	-	)		0.00	%	$	-)			0.00	%
Change in valuation allowance	$	(29,270	)		(19.82	)%	$	1,374			(1.89	)%
Credits generated in current year	$	(1,181	)		0.80	%	$	(1,507	)		2.07	%
FDII	$	(1,054	)		0.71	%	$	-			0.00	%
Permanent differences	$	-			0.00	%	$	2			0.00	%
RTP	$	-			0.00	%	$	-			0.00	%
Federal Tax - PY	$	-			0.00	%	$	-			0.00	%
Federal Penalties	$	-			0.00	%	$	-			0.00	%
Rounding	$	(499	)		(0.34	)%		-			0.00	%
Effective tax rate	$	2,099			1.42	%	$	4,323			(5.93	)%

Deferred Tax

As of March 31, 2026 and December 31, 2025, the Company had no net deferred tax assets due to a full valuation allowance recorded against its deferred tax assets. The components of deferred tax assets and liabilities were as follows:

	March 31,			December 31,
	2026			2025

Deferred tax asset attributable to:
Tax effect of net operating losses carried forward	$	277,994		$	290,635
Section 174 costs, net		49,891			66,522
Warranty liabilities		9,673			9,295
Inventory reserve		67,431			67,431
Tax credits		66,912			66,716
State tax		(19,562	)		(18,793	)
Lease Liability		13,312			27,784
Right of Use Asset		(12,266	)		(25,543	)
FIN 48		1,392			-
Deferred tax assets		454,777			484,047
Less: valuation allowance		(454,777	)		(484,047	)
Deferred tax assets, net	$	-		$	-

In assessing the realizability of deferred tax assets, management evaluates whether it is more likely than not that such assets will be realized. Based on available evidence, including historical operating results, cumulative losses, projected future taxable income, and tax planning strategies, management determined that a full valuation allowance was required as of March 31, 2026 and December 31, 2025.

As of March 31, 2026, the Company had federal net operating loss carryforwards of approximately $1.2 million and state net operating loss carryforwards of approximately $0.6 million, which may be available to offset future taxable income, subject to applicable limitations.

Uncertain Tax Positions

In accordance with authoritative guidance, the impact of an uncertain income tax position on the income tax return must be recognized at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant taxing authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. The Company provided for state taxes for which the Company has a state filing requirement but has chosen not to file in these states.

The Company recognizes interest and penalties related to unrecognized tax positions within the income tax expense line in the accompanying consolidated statements of operations. If the uncertain tax positions were recognized, there would not be a material impact on the effective tax rate. There were no accrued interest and penalties associated with uncertain tax positions as of March 31, 2026 or December 31, 2025.

A reconciliation of the amount of unrecognized tax benefits is as follows:

SCHEDULE OF UNRECOGNIZED TAX BENEFITS

	March 31,		December 31,
	2026		2025

Beginning balances	$	6,627	$	6,627
Increases related to current year tax positions		-		-
Ending balances	$	6,627	$	6,627

The Company is not currently under examination by federal, state, or foreign taxing authorities. As of March 31, 2026, the Company’s 2021 through 2024 tax years generally remain subject to examination for U.S. federal and state income tax purposes. In certain state jurisdictions where the Company may have nexus but has not filed income tax returns, the statute of limitations may remain open indefinitely. The Company’s foreign subsidiaries remain subject to examination by the relevant tax authorities in their respective jurisdictions.

On July 4, 2025, the U.S. enacted the One Big Beautiful Bill Act. AMC is still evaluating elections it may be eligible to make, so currently not possible to evaluate the impact of the law change to AMC.

14.

COMMITMENTS AND CONTINGENCIES

In the ordinary course of business, the Company may be subject to various commitments and contingencies, including contractual obligations and potential legal matters.

The Company evaluates such matters in accordance with ASC 450, Contingencies, and records a liability when it is probable that a loss has been incurred and the amount can be reasonably estimated. If a loss is reasonably possible but not probable, or if the amount cannot be reasonably estimated, the Company discloses the nature of the contingency.

As of March 31, 2026 and December 31, 2025, the Company was not subject to any material pending or threatened litigation, claims, or assessments, and did not have any material commitments or contingencies that required accrual or disclosure in the condensed consolidated financial statements.

15.

SUBSEQUENT EVENTS

In accordance with ASC Topic 855, Subsequent Events, which establishes general standards for the accounting and disclosure of events that occur after the balance sheet date but before the financial statements are issued, the Company has evaluated all events and transactions that occurred after March 31, 2026 through the date the consolidated financial statements were issued.

Based on this evaluation, management determined that there were no subsequent events that required recognition or disclosure in the accompanying consolidated financial statements.

Item 2 – Management’s Discussion and Analysis of Financial Condition and Results of Operations

References to the “Company,” “our,” “us” or “we” refer to AMC Robotics Corporation. The following discussion and analysis of the Company’s financial condition and results of operations should be read in conjunction with the unaudited financial statements and the notes related thereto. Certain information contained in the discussion and analysis set forth below includes forward-looking statements. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of many factors.

Overview

Our Company and our Business Overview

AMC Robotics Corporation became publicly listed through its business combination with AlphaVest Acquisition Corp. in December 2025. The transaction was accounted for as a reverse recapitalization, with AMC Corporation deemed the accounting acquirer. Accordingly, the historical financial statements of AMC Corporation form the basis of the Company’s consolidated financial statements.

The Company distributes security camera products through e-commerce platforms across the United States, Canada, and Europe. Its product offerings are primarily focused on residential and small business applications, including indoor and outdoor smart cameras.

Prior to December 2025, certain e-commerce platform accounts were operated through arrangements with third-party entities, including Ants, Xiaoyun, and Yishijue, pursuant to authorization agreements. As of December 1, 2025, the Company terminated the contractual arrangements with Xiaoyun and Yishijue, resulting in the deconsolidation of these variable interest entities. Following such termination, the Company operates its business without reliance on VIE structures.

Recent Development and Future Objectives

Business Combination

In December 2025, the Company completed its business combination with AlphaVest Acquisition Corp., as a result of which AMC Corporation became a wholly owned subsidiary of AMC Robotics Corporation. The transaction was accounted for as a reverse recapitalization, with AMC Corporation deemed the accounting acquirer for financial reporting purposes.

Private Investment in Public Equity (“PIPE”) Financing

In connection with the Business Combination, the Company completed a PIPE financing that generated gross proceeds of $8.0 million. The PIPE financing closed concurrently with the Business Combination, and the Company issued warrants to investors as part of the transaction.

Revenue Streams

During 2025, the Company’s revenue mix shifted, with a decline in product sales and the introduction of a revenue-sharing arrangement with its related party, Kami Vision Inc.. Under this arrangement, the Company is entitled to a percentage of revenue generated from intelligent information services. This revenue stream continued during the three months ended March 31, 2026.

Business Outlook

The Company intends to continue generating revenue from its existing product lines while advancing its strategy to develop and deploy autonomous robotic systems and intelligent security solutions. Management expects that continued execution of this strategy may improve margins and support long-term growth, although the timing and extent of such improvements remain subject to market conditions and execution risks.

Executive Summary of Financial Performance

	Three months ended March 31,
(in USD)	2026			2025			$ change			% Change
Total Revenue		1,184,616			1,792,525			(607,909	)		(34	)%
Cost of Revenue		(163,960	)		(1,304,195	)		1,140,235			87	%
Gross Profit		1,020,656			488,330			532,326			109	%
Operating Income (Loss)		128,539			(747,753	)		876,292			NM
Net Income (Loss)		145,601			(77,177	)		222,778			NM

The Company’s financial performance for the three months ended March 31, 2026 reflects a shift in operating focus toward profitability, cost efficiency, and higher-margin revenue streams.

Total revenue decreased by $607,909, or 34%, to $1,184,616 for the three months ended March 31, 2026, compared to $1,792,525 for the same period in 2025. The decline was primarily attributable to a reduction in lower-margin product sales and decreased e-commerce volume. Correspondingly, cost of revenue decreased by $1,140,235, or 87%, to $163,960, reflecting improved cost discipline, reduced inventory-related inefficiencies, and a shift in revenue mix.

As a result, gross profit increased by $532,326, or 109%, to $1,020,656, compared to $488,330 in the prior-year period. Gross margin expanded significantly from approximately 27% for the three months ended March 31, 2025 to approximately 86% for the three months ended March 31, 2026. This improvement was primarily driven by reduced inventory impairment, improved procurement and cost controls, and a higher contribution from revenue-sharing and service-based revenue streams.

Operating results improved from a loss of $747,753 for the three months ended March 31, 2025 to operating loss of $128,539 for the three months ended March 31, 2026, representing an improvement of approximately $876,292. This improvement was primarily attributable to higher gross profitability and significantly reduced discretionary spending, particularly in sales and marketing expenses, while general and administrative expenses remained relatively consistent between periods.

For the three months ended March 31, 2026, the Company reported net income of $145,601, compared to a net loss of $77,177 for the three months ended March 31, 2025, representing an improvement of approximately $222,778. The improvement in net results reflects enhanced cost efficiency and improved gross margins, partially offset by changes in other income and expense items.

Liquidity remained strong, with cash and cash equivalents of $6,632,619 as of March 31, 2026, compared to $7,004,601 as of December 31, 2025, a decrease of $371,982. The decrease was primarily attributable to operating cash outflows during the period, partially offset by proceeds from warrant exercises.

Compared to March 31, 2025, cash and cash equivalents increased $6.4 million, reflecting proceeds received in connection with the Business Combination and related financing activities completed in December 2025. The Company’s strengthened liquidity position has enhanced its ability to support working capital needs and execute its operational strategy.

During the three months ended March 31, 2026, the Company continued to focus on improving profitability, enhancing cost efficiency, and maintaining a disciplined approach to managing its balance sheet.

Revision of Previously Issued Financial Statements

During the preparation of the Company’s unaudited condensed consolidated financial statements for the quarter ended March 31, 2026, management identified certain immaterial prior period errors primarily related to omitted accruals for professional service fees in the Company’s previously issued consolidated financial statements for the year ended December 31, 2025. Management concluded that the errors were not material to the previously issued annual financial statements for the year ended December 31, 2025 and, therefore, restatement of the previously issued financial statements was not required. However, management further concluded that recording the correction entirely within the quarter ended March 31, 2026 would materially misstate the Company’s results for the interim period. Accordingly, the Company revised the comparative balance sheet as of December 31, 2025 included in the unaudited condensed financial statements to correct such immaterial prior period errors.

Results of Operations

The Company’s results of operations for the three months ended March 31, 2026 were characterized by declining revenue but significantly improved profitability, driven by changes in revenue composition, cost structure, and operational discipline.

The most significant drivers of the year-over-year changes include:

	●	A shift away from inventory-intensive product sales toward higher-margin revenue-sharing arrangements

	●	A substantial reduction in inventory impairment and excess stock

	●	Improved cost alignment with revenue levels, particularly in logistics and marketing

	●	Continued reliance on related-party transactions as a key component of both revenue and profitability

These changes reflect a broader strategic repositioning of the Company toward a more sustainable and capital-efficient operating model.

Revenue

	Three months ended March 31,
Revenue Component	2026		2025		$ Change			% Change
Product revenue		102,018		1,221,803		(1,119,785	)		(92	)%
Product revenue – related party		136,548		134		136,414			1,018	%
Revenue share – related party		946,050		570,588		375,462			66	%
Total Revenue		1,184,616		1,792,525		(607,909	)		(34	)%

Total revenue for the three months ended March 31, 2026 was $1,184,616, a decrease of $607,909, or 34%, compared to $1,792,525 for the same period in 2025. The decline was primarily attributable to a significant reduction in third-party product revenue, partially offset by increases in revenue derived from related party arrangements.

Product revenue decreased by $1,119,785, or 92%, to $102,018 for the three months ended March 31, 2026, compared to $1,221,803 in the prior-year period. The decrease reflects reduced sales volume and a strategic shift away from lower-margin product lines, resulting in a contraction of traditional inventory-based sales activities.

Product revenue from related parties increased by $136,414 to $136,548 for the three months ended March 31, 2026, compared to $134 in the prior-year period. While the increase is significant on a percentage basis, related party product revenue remains a relatively small portion of total revenue. The increase reflects expanded transactions with affiliated entities as part of the Company’s evolving commercial relationships.

Revenue share from related parties increased by $375,462, or 66%, to $946,050 for the three months ended March 31, 2026, compared to $570,588 in the prior-year period. This category represents the Company’s participation in revenue-sharing arrangements, including cloud-based services and intelligent information services introduced in 2025. Revenue share has become the largest contributor to total revenue in the current period, reflecting continued growth in these collaborative arrangements.

The overall change in revenue composition reflects a shift from traditional product sales toward revenue-sharing and service-based models. These arrangements generally involve lower direct costs and reduced working capital requirements compared to inventory-based sales. Management believes this transition supports a more scalable and potentially higher-margin revenue structure over time, although total revenue declined in the current period due to the reduction in product sales.

Cost of Revenue and Gross Profit

	Three months ended March 31,
	2026			2025			$ Change
Cost of Revenue		(163,960	)		(1,304,195	)		1,140,235
Gross Profit		1,020,656			488,330			532,326
Gross Margin		86	%		27	%		59 pts

Cost of revenue for the three months ended March 31, 2026 was $163,960, compared to $1,304,195 in the prior-year period, a decrease of $1,140,235. Gross profit increased to $1,020,656 from $488,330, resulting in gross margin improving to 86% from 27%.

The decrease in cost of revenue was primarily driven by significantly lower product-related costs, including reduced inventory-related charges and lower sales volume. In addition, logistics, fulfillment, and platform costs declined in line with reduced inventory-based sales activity.

The improvement in gross margin also reflects a shift in revenue mix toward revenue-sharing and service-based arrangements, which generally carry lower direct costs compared to product sales. Overall, the results indicate a more favorable cost structure in the current period.

Operating Expenses

	Three months ended March 31,
Expense Category	2026		2025		$ Change			% Change
General & Administrative		854,786		817,412		37,374			5	%
Sales & Marketing		14,332		404,112		(389,780	)		(96	)%
Research & Development		22,999		14,559		8,440			58	%
Total Operating Expenses		892,117		1,236,083		(343,966	)		(28	)%

Total operating expenses for the period were $892,117, compared to $1,236,083 in the prior-year period, representing a decrease of $343,966, or 28%. The overall reduction was primarily driven by a significant decrease in sales and marketing expenses.

General and administrative expenses were $854,786, compared to $817,412 in the prior-year period, an increase of $37,374, or 5%. The increase was primarily attributable to higher professional fees and other administrative costs associated with operating as a public company following the Business Combination.

Sales and marketing expenses decreased to $14,332 from $404,112, a decline of $389,780, or 96%, primarily due to reduced promotional activities.

Research and development expenses increased to $22,999 from $14,559, an increase of $8,400, or 58%, reflecting continued investment in product and technology development.

Overall, the decrease in total operating expenses was mainly attributable to lower sales and marketing spending, partially offset by increased general and administrative expenses and continued investment in research and development.

Other Income (Expense)

	Three months ended March 31,
	2026			2025			$ Change
Other income – related party		-			683,898			(683,898	)
Other income (expense), net		(9,490	)		7,185			(16,675	)
Interest income		28,651			318			28,333
Interest expense – related party		-			(16,502	)		16,502
Total Other Income (loss), Net		19,161			674,899			(655,738	)

Total other income, net was $19,161 for the three months ended March 31, 2026, compared to $674,899 in the prior-year period, a decrease of $655,738. The decrease was primarily due to the absence of other income from related parties in the current period, compared to $683,898 recognized in the prior-year period.

Interest income increased to $28,651 from $318, reflecting higher cash balances during the period. Other income (expense), net decreased by $16,675, and no related party interest expense was recognized in the current period compared to $16,502 in the prior-year period.

Liquidity and Capital Resources

Liquidity Overview

As of March 31, 2026, the Company had cash and cash equivalents of approximately $6.6 million, compared to approximately $7.0 million as of December 31, 2025, representing a decrease of approximately $0.4 million. The decrease was primarily attributable to operating cash outflows during the period, partially offset by proceeds from warrant exercises.

Compared to March 31, 2025, cash and cash equivalents increased significantly, primarily reflecting proceeds received in connection with the Business Combination and related financing activities completed in December 2025.

The Company’s liquidity position continues to be influenced by several key factors:

● Operating performance, including gross margin and expense management
● Working capital dynamics, particularly receivables and payables, including those with related parties
● Access to external financing, including equity financing and capital markets transactions
● Inventory management, which affects cash utilized in operations

Management believes that the Company’s current cash position, together with expected operating cash flows, will be sufficient to meet its working capital requirements and capital expenditure needs for at least the next twelve months from the issuance date of these financial statements. However, the Company’s future liquidity will depend on its ability to sustain profitability, manage working capital efficiently, and maintain access to capital markets if needed.

Cash Flow Analysis

	Three months ended March 31,
	2026			2025			$ Change
Net cash (used in)/provided by operating activities		(391,580	)		203,985			(595,565	)
Net cash provided by (used in) investing activities		-			(305,624	)		305,624
Net cash provided by (used in) financing activities		20,085			-			20,085

Operating Activities

Net cash used in operating activities was $391,580 for the three months ended March 31, 2026, compared to net cash provided by operating activities of $203,985 in the prior-year period, representing a decrease of $595,565. The use of cash in the current period was primarily driven by changes in working capital, including the timing of collections and payments.

Investing Activities

Net cash provided by investing activities was nil for the three months ended March 31, 2026, compared to net cash used of $305,624 in the prior-year period. The prior-year activity primarily related to transactions involving financial assets, while there were no significant investing activities in the current period.

Financing Activities

Net cash provided by financing activities was $20,085 for the three months ended March 31, 2026, compared to no financing activity in the prior-year period. The current period activity primarily reflects proceeds from financing-related transactions.

Capital Resources

The Company’s capital resources consist primarily of cash on hand and, to a lesser extent, cash generated from operations. Following the Business Combination completed in December 2025, the Company significantly improved its liquidity and capital structure through the receipt of trust proceeds and PIPE financing. The Company may continue to rely on related-party transactions and financing arrangements, as well as external financing sources, to support its working capital needs and growth initiatives as necessary.

The Company’s capital requirements are driven primarily by working capital needs, operating expenses (including public company costs), and potential investments in product development and service offerings. The Company currently does not maintain a revolving credit facility or other committed borrowing arrangements.

Management expects that the Company’s current cash position and anticipated operating cash flows will be sufficient to meet its short-term liquidity needs. However, the Company may seek additional financing to support future growth initiatives or respond to changing market conditions.

Contractual Obligations and Commitments

The Company’s contractual obligations consist primarily of lease obligations, and other operating liabilities, as disclosed in Note 9 - Lease and Note 14 – Commitments and Contingencies.

Lease Obligations (ASC 842)

The Company has operating lease arrangements for office space and facilities. As of March 31, 2026, lease liabilities totaled $96,051, representing the present value of future lease payments. The Company’s undiscounted future minimum lease payments total approximately $100,060. These obligations are not considered a significant liquidity burden.

Purchase Commitments

The Company enters into purchase commitments with suppliers in the normal course of business. These commitments are generally short-term in nature and aligned with expected sales demand. The Company continues to manage inventory levels conservatively, limiting exposure to long-term procurement commitments.

Related Party Obligations

Historically, the Company had obligations to related parties, which were reduced during 2025 through settlement using proceeds from financing activities (see Note 6). As of March 31, 2026, the Company continues to have transactions and balances with related parties in the ordinary course of business; however, outstanding related-party obligations are not material to the Company’s consolidated financial statements.

Other Commitments and Contingencies

The Company may be subject to contingencies, including legal or contractual matters, in the ordinary course of business. Management does not believe that any such matters will have a material adverse effect on the Company’s financial position as of March 31, 2026.

Overall Liquidity Assessment

As of March 31, 2026, the Company’s liquidity position remains strong following the financing activities completed in December 2025. While operating cash flows for the three months ended March 31, 2026 were negative, such usage was primarily driven by working capital timing and does not necessarily reflect a deterioration in underlying operating performance.

The Company’s current liquidity, combined with improved operating performance and reduced reliance on related-party financing, provides a solid financial foundation. However, future liquidity will depend on the Company’s ability to sustain operating performance, effectively manage working capital, and access external financing if needed.

Management believes the Company is well-positioned to meet its near-term obligations and support its ongoing operations and strategic initiatives.

Critical Accounting Policies and Estimates

The preparation of the Company’s unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses, as well as related disclosures. These estimates are based on historical experience, current conditions, and various other assumptions that management believes are reasonable under the circumstances.

Because of the inherent uncertainty involved in making these estimates, actual results could differ materially from those estimates. The Company’s most critical accounting policies are those that involve significant judgment and have a material impact on the financial statements. There have been no material changes to the Company’s critical accounting policies and estimates from those disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.

Revenue Recognition (ASC 606)

The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers, when control of goods or services is transferred to customers in an amount that reflects the consideration to which the Company expects to be entitled.

A significant area of judgment involves determining whether the Company acts as a principal or an agent in its revenue arrangements, particularly in transactions involving:

	●	E-commerce platform sales

	●	Related-party revenue-sharing arrangements (see Note 6 – Related Party Transactions)

This assessment requires evaluation of factors such as control over goods or services, inventory risk, pricing discretion, and responsibility for fulfillment.

If the Company is determined to be the principal, revenue is recognized on a gross basis; if the Company is an agent, revenue is recognized on a net basis. Changes in this assessment could materially affect reported revenue and cost of revenue.

In addition, revenue-sharing arrangements require judgment in identifying performance obligations and determining the appropriate allocation of transaction price. Variability in contract terms or interpretation could impact the timing and amount of revenue recognized.

Inventory Valuation (ASC 330)

Inventory is stated at the lower of cost or net realizable value. Cost is determined using standard costing methods, which approximate actual costs.

The Company evaluates inventory for excess quantities, obsolescence, and slow-moving items. This evaluation requires significant judgment regarding forecasted demand, product lifecycle and technological obsolescence, and pricing trends and competitive conditions.

During 2025, the Company improved its inventory management practices, resulting in reduced inventory levels and lower impairment charges compared to prior periods. These practices continued during the three months ended March 31, 2026. However, inventory valuation remains sensitive to changes in demand patterns, product innovation cycles, and market conditions, which could result in additional write-downs in future periods.

Allowance for Expected Credit Losses (ASC 326)

The Company accounts for expected credit losses under ASC 326 using a loss-rate methodology based on historical credit loss experience, current economic conditions, and forward-looking information.

A significant portion of the Company’s accounts receivable is due from related parties (see Note 8), which introduces concentration risk. Management evaluates collectability on an ongoing basis, considering factors such as the financial condition of counterparties, payment history, and contractual terms.

While historical credit losses have been limited, changes in the financial condition of related parties or business relationships could result in increased credit loss provisions in future periods.

Warranty Liabilities

The Company provides warranties on certain products and recognizes a liability for estimated warranty costs at the time of sale.

Warranty liabilities are estimated based on historical claim rates, product failure trends, and estimated repair or replacement costs. These estimates require judgment and may be affected by changes in product design, manufacturing quality, or customer usage patterns. Actual warranty costs may differ from estimates, resulting in adjustments in future periods.

Variable Interest Entity (VIE) Consolidation (ASC 810)

The Company evaluates its involvement with variable interest entities in accordance with ASC 810. A VIE is consolidated if the Company is determined to be the primary beneficiary.

Historically, the Company consolidated certain VIEs that held e-commerce platform accounts. In December 2025, the Company terminated the underlying contractual arrangements and deconsolidated these entities (see Note 1). As of March 31, 2026, the Company does not consolidate these entities.

The evaluation of VIE relationships requires judgment, particularly in assessing contractual arrangements and decision-making authority. Changes in such arrangements or in the Company’s level of involvement could result in future consolidation or deconsolidation.

Related Party Transactions (ASC 850)

The Company engages in transactions with related parties, including revenue-sharing arrangements and product sourcing (see Note 6).

Accounting for related-party transactions requires judgment in determining the appropriate revenue recognition treatment, classification, and presentation. Because these transactions may not be conducted on an arm’s-length basis, there is an increased risk of misstatement if terms are not properly evaluated.

The Company monitors related-party balances and transactions on an ongoing basis to ensure appropriate recognition and disclosure.

Forward Purchase Agreement

In connection with the Business Combination completed in December 2025, the Company entered into a Forward Purchase Agreement (“FPA”) with Harraden Circle Investments. Under the terms of the arrangement, the Company funded prepayments in exchange for the future settlement of shares of its common stock.

During 2025, the Company funded prepayments under the arrangement and received partial settlements. As of December 31, 2025 and March 31, 2026, an FPA subscription receivable of $1,678,678 remained outstanding.

The Company evaluated the FPA and determined that it is appropriately accounted for as an equity transaction. Accordingly, the outstanding balance is presented as a reduction to additional paid-in capital within stockholders’ equity.

There were no material changes to the terms of the FPA during the three months ended March 31, 2026. Refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 for additional details regarding the FPA.

Income Taxes (ASC 740)

The Company accounts for income taxes under ASC 740, Income Taxes, which requires recognition of deferred tax assets and liabilities for temporary differences between financial reporting and tax bases.

Management evaluates the realizability of deferred tax assets, including net operating loss carryforwards, and establishes a valuation allowance when it is more likely than not that such assets will not be realized.

This assessment requires judgment regarding:

	●	Future taxable income

	●	Timing of reversals of temporary differences

	●	Tax planning strategies

Changes in these assumptions could result in adjustments to valuation allowances and income tax expense.

Sensitivity of Estimates and Judgments

The Company’s financial results are particularly sensitive to changes in estimates related to:

	●	Revenue recognition (principal vs. agent)

	●	Inventory valuation and impairment

	●	Collectability of related-party receivables

	●	VIE consolidation conclusions

A change in any of these assumptions could materially affect reported revenue, gross profit, net income, and financial position.

For example:

	●	A change in principal vs. agent conclusion could significantly alter reported revenue and cost of revenue

	●	A modest increase in inventory obsolescence assumptions could materially reduce gross margin

	●	Delays in collection of related-party receivables could increase credit loss provisions

Management continuously reviews these estimates and assumptions and adjusts them as necessary based on evolving business conditions.

Recently Issued Accounting Pronouncements

For a discussion of our new or recently adopted accounting pronouncements, see Note 2, Recent issued accounting pronouncements, to our consolidated financial statements included elsewhere in this annual report.

Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the consolidated financial statements and notes thereto included elsewhere in this annual report.

Off-Balance Sheet Arrangements

As of March 31, 2026, the Company does not have any material off-balance sheet arrangements as defined under Item 303 of Regulation S-K.

Historically, the Company utilized variable interest entities (“VIEs”) to conduct certain e-commerce operations. These VIEs were consolidated in prior periods; however, following the termination of the underlying contractual arrangements in December 2025, the Company deconsolidated these entities. As a result, the Company does not have exposure to the assets, liabilities, or operations of these entities, other than any residual contractual relationships, which are not material.

The Company does not have any material guarantees, retained interests in transferred assets, special purpose entities, or other undisclosed commitments that would be considered off-balance sheet arrangements.

Management believes that the absence of material off-balance sheet arrangements reduces the Company’s exposure to contingent liabilities and supports transparency in its financial reporting.

Quantitative and Qualitative Disclosures About Market Risk

The Company is exposed to certain market risks in the normal course of business, including foreign currency risk, interest rate risk, and general economic risk.

Foreign Currency Risk

A portion of the Company’s transactions are denominated in currencies other than the U.S. dollar, particularly Renminbi (RMB). As a result, fluctuations in exchange rates may affect revenue, cost of revenue, and operating expenses when translated into U.S. dollars.

A strengthening of the U.S. dollar relative to foreign currencies may reduce reported revenue and margins, while a weakening of the U.S. dollar may have the opposite effect. The Company does not currently use derivative instruments to hedge foreign currency risk.

Interest Rate Risk

The Company’s exposure to interest rate risk is limited due to the absence of significant interest-bearing debt. Interest income is earned on cash balances, and changes in interest rates may affect the amount of interest income recognized. However, this exposure is not considered material.

Concentration Risk

The Company is exposed to concentration risk due to its reliance on related-party transactions for both revenue and procurement. Changes in the financial condition or operating performance of these related parties could materially affect the Company’s results.

Sensitivity Analysis

A hypothetical 10% change in foreign exchange rates would not have a material impact on the Company’s financial position based on current exposure levels; however, this may change as the Company expands its international operations.

Inflation and Economic Conditions

The Company’s operations are subject to the impact of inflation and broader economic conditions, which may affect both costs and demand.

Cost Impacts

Inflation may increase the cost of components, manufacturing, logistics, and labor. These cost increases may not be fully recoverable through price adjustments, particularly in a competitive market environment where pricing pressure is significant.

Demand Impacts

The Company’s products are generally considered discretionary consumer purchases. As a result, economic downturns, reduced consumer confidence, or higher interest rates may negatively impact demand for the Company’s products.

Supply Chain Considerations

Global supply chain conditions, including component availability and shipping costs, may also affect the Company’s ability to procure inventory and maintain margins.

The Company actively monitors these factors and seeks to mitigate their impact through pricing strategies, cost management initiatives, and supply chain optimization.

Item 3 – Quantitative and Qualitative Disclosures About Market Risk

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information otherwise required under this item.

~~ITEM~~Item 4. ~~CONTROLS~~– ~~AND~~Controls ~~PROCEDURES~~and Procedures

Evaluation of Disclosure Controls and Procedures

~~Disclosure~~Our ~~controls~~management, ~~and~~with ~~procedures~~the ~~are~~participation ~~controls~~of ~~and~~our ~~other~~Principal ~~procedures~~Executive ~~that~~Officer ~~are~~and ~~designed~~Principal toFinancial ~~ensure~~Officer, ~~that~~evaluated ~~information~~the ~~required~~effectiveness toof our bedisclosure ~~disclosed~~controls inand ~~our reports~~procedures ~~filed~~as orof ~~submitted~~March ~~under~~31, ~~the~~2026, ~~Exchange~~as ~~Act~~required isby ~~recorded,~~Rules ~~processed,~~13a-15(b) ~~summarized~~ and ~~reported~~15d-15(b) ~~within~~under the ~~time~~Securities ~~periods specified in~~Exchange ~~the~~Act ~~SEC’s~~of ~~rules~~1934, ~~and~~as ~~forms~~amended. Disclosure controls and procedures ~~include,~~are ~~without limitation, controls and procedures~~ designed to ensure that information required to be disclosed in ~~our~~the reports that ~~filed~~we file or ~~submitted~~submit under the Exchange Act is ~~accumulated~~recorded, ~~and communicated to our management~~processed, ~~including~~summarized ~~our Chief Executive Officer~~ and ~~Chief~~reported ~~Financial~~within ~~Officer,~~the totime ~~allow~~periods ~~timely~~specified ~~decisions~~in ~~regarding required disclosure.~~the ~~Our~~SEC’s ~~management~~rules ~~evaluated,~~and ~~with~~forms ~~the~~and ~~participation~~that ofsuch ~~our~~information ~~current~~is ~~chief~~accumulated ~~executive officer~~ and ~~chief~~communicated ~~financial~~to ~~officer (our “Certifying Officers”)~~management, ~~the~~including ~~effectiveness of~~ our ~~disclosure~~Principal ~~controls~~Executive Officer and ~~procedures~~Principal asFinancial ~~of September 30~~Officer, ~~2025, pursuant to Rule 13a-15(b) under the Exchange Act. Based upon that evaluation, our Certifying Officers concluded that,~~ as ~~of September 30~~appropriate, ~~2025,~~to ~~our~~allow ~~disclosure~~timely ~~controls and~~decisions ~~procedures~~regarding ~~were~~required ~~effective~~disclosure.

WeBased doon ~~not~~this ~~expect~~evaluation, ~~that~~ our ~~disclosure~~Principal ~~controls~~Executive ~~and~~Officer ~~procedures will prevent all errors~~ and ~~all~~Principal ~~instances~~Financial ofOfficer ~~fraud.~~concluded ~~Disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance~~ that ~~the~~our ~~objectives of the~~ disclosure controls and procedures were ~~are~~not ~~met.~~effective ~~Further,~~as ~~the design~~ of ~~disclosure~~March ~~controls and procedures must reflect the fact that there are resource constraints~~31, ~~and~~2026 ~~the~~because ~~benefits must be considered relative to their costs. Because~~ of the ~~inherent~~material ~~limitations~~weaknesses in ~~all~~internal ~~disclosure controls and procedures, no evaluation of disclosure controls and procedures can provide absolute assurance that we have detected all our~~ control ~~deficiencies~~over ~~and~~financial ~~instances~~reporting ofdescribed ~~fraud, if any~~below. The design of disclosure controls and procedures also is based partly on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

~~Management’s~~The ~~Report~~material onweaknesses ~~Internal~~that ~~Controls~~have ~~Over~~been ~~Financial~~identified ~~Reporting~~for AMC are as follows:

~~Our management~~● isLack ~~responsible~~of ~~for~~Experienced ~~establishing~~Accounting ~~and~~Team ~~maintaining~~- ~~adequate~~AMC ~~internal~~lacks ~~control~~qualified ~~over financial reporting (as that term is defined~~ in ~~Rules 13a~~-~~15(f)~~house ~~and~~accounting ~~15d-15(f)~~staff ~~under the Exchange Act)~~ and ~~for~~resources ~~our~~with ~~assessment~~adequate ofknowledge ~~the effectiveness~~ of ~~internal control over financial reporting~~U.S. ~~Our~~GAAP, ~~internal~~and ~~control~~proper ~~over~~period-end financial ~~reporting~~closing ~~is a process designed under the supervision of our Chief Executive Officer~~ and ~~our~~ ~~Chief~~accrual ~~Financial~~processes. ~~Officer,~~A ~~and~~third-party ~~effected~~consulting byfirm ~~our~~has ~~Board,~~been ~~management~~engaged ~~and other personnel,~~ to ~~provide~~prepare ~~reasonable assurance regarding the reliability of~~ financial ~~reporting~~statements and ~~the~~footnote ~~preparation~~disclosures ~~of the financial statements for external purposes~~ in accordance with U.S. ~~generally accepted~~GAAP. ~~accounting~~● ~~principles~~Lack ~~and~~of ~~includes~~Duty ~~those~~Segregations ~~policies~~- ~~and~~The ~~procedures~~Company ~~that:~~separates ~~(1) pertain to~~ the ~~maintenance~~duties ofat ~~records~~certain ~~that in reasonable detail~~areas, ~~accurately~~but ~~and~~there ~~fairly~~is ~~reflect~~only ~~the~~one ~~transactions~~person ~~and~~responsible ~~dispositions~~for ofvarious ~~the~~functions ~~assets~~ of the ~~company;~~Company, ~~(2)~~including ~~provide~~processing ~~reasonable~~payments ~~assurance that~~and ~~transactions~~Human ~~are~~Resource ~~recorded~~functions. asAll ~~necessary~~other toindividuals ~~permit~~involved ~~preparation of financial statements~~ in ~~accordance~~these ~~with~~processes ~~generally~~are ~~accepted~~engaged ~~accounting principles,~~through ~~and~~independent ~~that~~contractor ~~receipts~~roles. ~~and~~● ~~expenditures~~Lack of ~~the~~sufficient ~~Company~~inventory ~~are~~management ~~being~~process ~~made~~and ~~only~~control insystem ~~accordance~~- ~~with~~AMC ~~authorizations~~does ofnot ~~management~~have ~~and directors~~a ofsufficient ~~the~~inventory ~~Company;~~management ~~and~~process ~~(3)~~or ~~provide~~control ~~reasonable~~system. ~~assurance~~● ~~regarding~~Lack ~~prevention or timely detection~~ of ~~unauthorized~~proper ~~acquisition, use,~~approval orfor ~~disposition~~related ofparty ~~the~~transactions ~~Company’s~~- ~~assets~~AMC ~~that~~lacks ~~could have~~ a ~~material~~formal ~~effect~~approval onprocess ~~the~~for ~~financial~~related ~~statements~~party transactions.

~~Because~~The ofCompany ~~its~~does ~~inherent~~not ~~limitations,~~currently ~~internal~~maintain ~~control~~a ~~over~~formal ~~financial~~internal ~~reporting~~audit ~~may not prevent or detect misstatements. Also~~function, ~~projections~~which ~~of any~~management ~~evaluation~~considered ofin ~~effectiveness~~evaluating ~~to future periods are subject to~~ the ~~risk~~effectiveness ~~that controls may become inadequate because~~ of ~~changes in conditions,~~ orits ~~that~~control ~~the degree of compliance with the policies or procedures may deteriorate~~environment.

~~Our~~These ~~management,~~material ~~including~~weaknesses ~~our~~could ~~Chief~~result ~~Executive~~in ~~Officer~~misstatements ~~and Chief Financial Officer, has conducted an assessment regarding the effectiveness~~ of ~~our~~account ~~internal~~balances ~~control~~or ~~over~~disclosures ~~financial~~that ~~reporting~~would asnot ofbe ~~September~~prevented ~~30,~~or ~~2025,~~detected ~~based~~ on ~~the~~a ~~framework established in Internal Control - Integrated~~timely ~~Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission~~basis. ~~Based~~Accordingly, onmanagement ~~our~~concluded ~~assessment~~that ~~under~~ the ~~criteria described~~Company ~~above,~~did ~~management~~not ~~has~~maintain ~~concluded~~effective ~~that our~~ internal control over financial reporting ~~was effective~~ as of March ~~September 30~~31, ~~2025~~2026.

18Remediation Plan

We have begun to take, and intend to continue taking, steps to remediate the material weaknesses described above. Our remediation efforts include strengthening our finance and accounting function, enhancing review and approval procedures, formalizing policies and procedures, and improving the design and documentation of controls over financial reporting and related party transactions. However, the material weaknesses cannot be considered remediated until the applicable controls have been designed, implemented, operated for a sufficient period of time, and management has concluded, through testing, that such controls are operating effectively. This remediation process will require additional time and expense.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

~~PART~~Part II - ~~OTHER~~Other ~~INFORMATION~~Information

~~ITEM~~Item 1.5 ~~LEGAL~~– ~~PROCEEDINGS~~Other Information

~~None~~During the quarter ended March 31, 2026, no director or officer adopted or terminated any (i) “Rule 10b5-1 trading arrangement,” as defined in Item 408(a) of Regulation S-K intending to satisfy the affirmative defense conditions of Rule 10b5–1(c) or (ii) “non-Rule 10b5-1 trading arrangement,” as defined in Item 408(c) of Regulation S-K.

~~ITEM 1A. RISK FACTORS~~45

~~Factors~~Item ~~that~~6 ~~could~~– cause our actual results to differ materially from those in this Quarterly Report are any of the risks described in (i) our final prospectus for our Initial Public Offering filed with the SEC on May 10, 2022, and (ii) our annual report on Form 10-K filed with the SEC on April 14, 2025. Any of these factors could result in a significant or material adverse effect on our results of operations or financial condition. Additional risk factors not presently known to us or that we currently deem immaterial may also impair our business or results of operations. As of the date of this Quarterly Report, there have been no material changes to the risk factors disclosed in (i) our final prospectus for our Initial Public Offering filed with the SEC on May 10, 2022 or (ii) our annual report on Form 10-K filed with the SEC on April 14, 2025, except we may disclose changes to such factors or disclose additional factors from time to time in our future filings with the SEC.Exhibits

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Exhibit No.		Description
31.1*		Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2*		Certification of Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1**		Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2**		Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS		Inline XBRL Instance Document. The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH		Inline XBRL Taxonomy Extension Schema Document.

101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document.

101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document.

104		Cover Page Interactive Data File. The cover page XBRL tags are embedded within the Inline XBRL document.

~~Use~~* ofFiled ~~Proceeds~~herewith

On** ~~December~~These ~~22,~~certifications ~~2022,~~are ~~the~~furnished ~~Company~~to ~~consummated~~ the ~~initial~~SEC ~~public~~pursuant ~~offering~~to ofSection ~~6,000,000~~906 ~~Units~~of (the ~~“Units”~~Sarbanes-Oxley Act of 2002 and, ~~with~~are ~~respect to~~deemed ~~the~~not ~~ordinary~~filed ~~shares~~for purposes ~~included~~of inSection 18 of the ~~Units~~Securities ~~sold,~~Exchange ~~the~~Act ~~“Public~~of ~~Shares”)~~1934, ~~including~~as ~~900~~amended,~~000~~ ~~Units~~nor ~~that~~shall ~~were~~they ~~issued~~be ~~pursuant to~~deemed ~~the~~incorporated ~~underwriters’~~by ~~exercise~~reference ofin ~~their~~any filing ~~over-allotment~~under ~~option~~the inSecurities ~~full~~Act onof ~~December 29~~1933, ~~2022,~~except atas ~~$10.00~~shall ~~per~~be ~~Unit,~~expressly ~~generating~~set ~~gross proceeds~~forth ofby ~~$73,305,000~~specific reference in such filing.

Simultaneously with the closing of the initial public offering, we consummated the sale of 365,000 Private Placement Units to the Sponsor and 25,000 Private Placement Units to EBC at a purchase price of $10.00 per Private Placement Unit, generating gross proceeds to the Company of $3,900,000. On December 29, 2022, simultaneously with the sale of the over-allotment Units, the Company consummated the private sale of an additional 37,904 Private Placement Units to the Sponsor and 2,596 Private Placements to EBC, generating additional gross proceeds of $405,000.46

The underwriter was paid a cash underwriting discount of $0.20 per Unit, or $1,725,000 in the aggregate upon the closing of the Initial Public Offering.

Transaction costs related to the issuances described above amounted to $3,734,629 consisting of $1,725,000 of underwriting fees, $629,929 of other offering costs, and $1,425,000 to trust account. After deducting the underwriting discounts and commissions and offering expenses, the total net proceeds from the initial public offering and the sale of the Private Placement Units $71,030,000 (or $10.20 per share sold in the initial public offering) was placed in the Trust Account.

Redemptions

In connection with the shareholders’ vote at the Extraordinary General Meeting held on September 19, 2025, 1,937 ordinary shares of the Company exercised their right to redeem such shares (the “Redemption”) for a pro rata portion of the funds held in the Trust Account. In connection with the extraordinary general meeting held on September 5, 2025 to approve the business combination (the “Business Combination Meeting”), shareholders holding an aggregate of 383,145 Ordinary Shares exercised their right to redeem such shares for a pro rata portion of the funds in the Trust Account. Shareholders holding 1,128,626 ordinary shares of the Company exercised their right to redeem such shares for a pro rata portion of the funds held in the trust account in connection with both the Extraordinary General Meeting and the Business Combination Meeting, for a total of 1,513,708 ordinary shares submitted their shares for Redemption. In connection with the Redemptions, approximately $18,200,461 (approximately $12.02 per share) was removed from the Trust Account to pay such shareholders.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

The following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q.

Exhibit No.		Description
3.1		Amendment to the Second Amended and Restated Memorandum and Articles of Association, dated September 19, 2025 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the SEC on September 23, 2025).
10.1		Amendment to the Investment Management Trust Agreement, dated September 19, 2025, by and between AlphaVest Acquisition Corp and Continental Stock Transfer & Trust Company (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on September 23, 2025).
10.2		Subscription Agreement between AMC Corporation and Kami Vision (incorporated by reference to Exhibit 10.28 to the Company’s Proxy Statement/Prospectus on Form S-4/A, as filed with the EC on July 17, 2025).
31.1*		Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*		Certification of Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1**		Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2**		Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS		Inline XBRL Instance Document
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.SCH		Inline XBRL Taxonomy Extension Schema Document
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		Inline XBRL Taxonomy Extension Labels Linkbase Document
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

* Filed herewith.

**These certifications are furnished to the SEC pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

ALPHAVEST ACQUISITION CORP By: /s/ Yong (David) Yan Name: Yong (David) Yan Title: Principal Executive Officer

	AMC ROBOTICS CORPORATION

Dated: May 18, 2026	By.	/s/ Shengwei Da
		Shengwei Da
		Chief Executive Officer
		(Principal Executive Officer)

Dated: May 18, 2026	By.	/s/ Min Ma
		Min Ma
		VP, Finance
		(Principal Financial and Accounting Officer)

~~Pursuant to the requirements of the Securities Act of 1933, as amended, this Quarterly Report has been signed below by the following persons in the capacities and on the dates indicated.~~47

Signature	Position	Date
/s/ Yong (David) Yan	Principal Executive Officer and Director	November 19, 2025
Yong (David) Yan	(Principal Executive Officer)
/s/ Song (Steve) Jing	Principal Financial Officer	November 19, 2025
Song (Steve) Jing	(Principal Financial Officer and Principal Accounting Officer)
/s/ Pengfei Zheng	Chairman	November 19, 2025
Pengfei Zheng

Three months ended

Kami Vision Incorporated