Aimfinity Investment Corp. I is a blank check company focused on merging with or acquiring businesses in the technology, hospitality, or consumer services sectors, but it currently has no revenue or customers.

# Aimfinity Investment Corp. I - Company Overview

## Company Structure
- **Type**: Blank check company
- **Incorporation**: Cayman Islands exempted company
- **Purpose**: To effect a merger, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses.

## Business Activities
- Aimfinity has not engaged in any operations or generated any revenue to date, positioning it as a "shell company" under the Securities Exchange Act of 1934.
- The company focuses on identifying unique business concepts with high-performing organizations, particularly in the following sectors:
  - Technology
  - Hospitality
  - Consumer Services

## Initial Public Offering (IPO) 
- **Date**: April 28, 2022
- **Units Offered**: 8,050,000 units, generating **gross proceeds** of **$80,500,000**.
- **Private Placement**: Simultaneously, 492,000 units were issued in a private placement, raising an additional **$4,920,000**.
- **Total Proceeds**: Approximately **$85,420,000** raised from both IPO and Private Placement.
  
## Financial Instruments
- Each unit in the IPO consists of:
  - One Class A Ordinary Share
  - One Class 1 Warrant
  - One-half of one Class 2 Warrant
- The company has established a Trust Account containing **approximately $82,110,000** from the IPO and Private Placement for the benefit of public shareholders.

## Management and Operations
- **Current Management**: 
  - **CEO**: I-Fa (Ivan) Chang
  - **CFO**: Xuedong (Tony) Tian
- **Number of Employees**: 
  - The company currently has **2 executive officers** and does not plan to have full-time employees until an initial business combination is completed.

## Key Milestones
- The company has undergone multiple extensions for completing its initial business combination, with a final deadline set for **April 28, 2025**.
- On **March 17, 2023**, a significant management change occurred, which included the appointment of I-Fa Chang as sole director and the replacement of all prior directors and officers.

## Customer Base and Revenue
- As of now, Aimfinity does not have any customers or generated any revenue since it has not yet completed its initial business combination. The company's sole focus is on identifying and negotiating for target businesses that will bring future revenue.

## Risk Factors
- Aimfinity operates under significant risk factors, including:
  - Lack of an operating history and revenue generation.
  - Public shareholders may not have a vote on proposed business combinations.
  - The potential inability to identify attractive acquisition targets amid increased competition.

## Conclusion
Aimfinity Investment Corp. I is focused on merging with or acquiring companies in the technology, hospitality, or consumer services sectors but has yet to establish operational revenue or a customer base. The company is actively seeking potential merger opportunities while navigating various regulatory and operational challenges as it approaches the completion of its initial business combination.








UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM 10-K/A

(Amendment No. 1)



(Mark One)

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



For the fiscal year ended December 31, 2023



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: 001-41361



AIMFINITY INVESTMENT CORP. I

(Exact name of registrant as specified in its charter)




Cayman Islands | 98-1641561 
--------------------------------+-----------------------
(State or other jurisdiction of | (I.R.S. Employer 
incorporation or organization) | Identification Number)





221 W 9th St, PMB 235 Wilmington, Delaware | 19801 
--------------------------------------------+-----------
(Address of principal executive offices) | (Zip Code)




(425) 365-2933

(Registrant’s telephone number, including area code)



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




Title of each class | Trading Symbol | Name of each exchange on which registered
--------------------------------------------------------------------------------------------------------------------------------------------------+----------------+------------------------------------------
Units, consisting of one Class A ordinary share, $0.0001 par value, one Class 1 redeemable warrant and one-half of one Class 2 redeemable warrant | AIMAU | The Nasdaq Stock Market LLC 
Class A ordinary shares, $0.0001 par value | AIMA | The Nasdaq Stock Market LLC 
Class 1 redeemable warrants, each exercisable for one Class A ordinary share at an exercise price of $11.50 | AIMAW | The Nasdaq Stock Market LLC 
Class 2 redeemable warrants, each exercisable for one Class A ordinary share at an exercise price of $11.50 | AIMAW | The Nasdaq Stock Market LLC 
New Units, consisting of one Class A ordinary share, $0.0001 par value, and one-half of one Class 2 redeemable warrant | AIMBU | The Nasdaq Stock Market LLC 




Securities registered pursuant to Section 12(g) of the Act: None



Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒



Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒



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 ☒ No ☐



Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§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 check mark 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.




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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐



If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐



Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐



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



The aggregate market value of the ordinary shares held by non-affiliates of the registrant, computed as of June 30, 2023 (the last business day of the registrant’s most recently completed second fiscal quarter) was $82,915,000, based on the trading price of the Units (AIMAU) of the registrant on that date. The registrant’s units commenced public trading on the Nasdaq Stock Market LLC on April 26, 2022, and its new units and class 1 redeemable warrants commenced separate public trading on the Nasdaq Stock Market LLC on June 16, 2022.



As of April 10, 2024, there were 4,465,882 of the registrant’s Class A ordinary shares, par value $0.0001 per share, and 2,012,500 of the registrant’s Class B ordinary shares, par value $0.0001 per share, issued and outstanding.



DOCUMENTS INCORPORATED BY REFERENCE



None.




Auditor Name: | Auditor Location: | Auditor Firm ID:
------------------+-------------------+-----------------
MaloneBailey, LLP | Houston, Texas | 206 



















EXPLANATORY NOTE



Aimfinity Acquisition Corp. I (the “Company”) is filing this Amendment No. 1 to the Annual Report on Form 10-K (this “Form 10-K/A”) for the fiscal year ended December 31, 2023, originally filed with the Securities and Exchange Commission (the “SEC”) on April 12, 2024 (the “2023 Form 10-K” or the “Original Filing”), solely for the purpose of correcting a scrivener’s error in the certifications filed as Exhibits 31.1 and 31.2 (the “Certifications”) to the 2023 Form 10-K. At the time the Company filed its 2023 Form 10-K, the Company’s certifying officers had completed the matters covered by paragraph 4(b) and the introductory language in paragraph 4 of the Certifications, referring to its internal control over financial reporting. The Certifications filed with the 2023 Form 10-K contained a scrivener’s error in that they inadvertently omitted such language, and the corrected Certifications are being filed as Exhibits 31.1 and 31.2 with this Form 10-K/A.



This Form 10-K/A contains only the cover page, this explanatory note, the exhibit list, a signature page and the revised certifications.



Please note that the only changes to the Original Filing are those related to the matters described herein. Except as described above, no changes have been made to the Original Filing, and this Form 10-K/A does not modify, amend or update any of the other financial information or other information contained in the Original Filing, and except as specifically provided herein, this Form 10-K/A does not reflect any information or events occurring after the date of the Original Filing.





1







EXHIBIT INDEX




Exhibit | Description 
--------+------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
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 and Accounting 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 and Accounting 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.SCH | Inline XBRL Taxonomy Extension Schema Document.* 
101.CAL | Inline XBRL Taxonomy 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 (Embedded as Inline XBRL document and contained in Exhibit 101).* 





+ | Filed herewith 
---+---------------------
** | Previously Furnished






2







SIGNATURES



Pursuant to the requirements of Section 13 or 15(d) of the Securities Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.




July 29, 2024 | Aimfinity Investment Corp. I
--------------+-----------------------------
 | By: | /s/ I-Fa Chang
 | | Name: | I-Fa Chang 
 | | Title: | Chief Executive Officer




Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons in the capacities and on the dates indicated.




Signature | Title | Date 
------------------------+-----------------------------------------------------------+--------------
/s/ I-Fa Chang | Chairman of the Board of Directors | July 29, 2024
I-Fa Chang | and Chief Executive Officer (Principal Executive Officer) | 
/s/ Xuedong (Tony) Tian | Chief Financial Officer | July 29, 2024
Xuedong (Tony) Tian | (Principal Financial and Accounting Officer) | 
/s/ Hanzhong (Han) Li | Director | July 29, 2024
Hanzhong (Han) Li | | 
/s/ Kevin D. Vassily | Director | July 29, 2024
Kevin D. Vassily | | 
/s/ Teng-Wei Chen | Director | July 29, 2024
Teng-Wei Chen | | 





3









Aimfinity Investment Corp. I is a special purpose acquisition company (SPAC) focused on raising capital to merge with high-growth companies in various sectors.

# Aimfinity Investment Corp. I Overview

**Aimfinity Investment Corp. I** is a special purpose acquisition company (SPAC) incorporated in the Cayman Islands. The company aims to identify and merge with a target company in sectors such as financial services, technology, health care, and other high-growth industries. 

## Business Model

- **Type:** Special Purpose Acquisition Company (SPAC)  
- **Objective:** To raise capital through an initial public offering (IPO) and subsequently identify a target for a merger, acquisition, or other business combination. 

## Key Details

- **Incorporation:** Cayman Islands
- **Listing:** The company's units and securities trade on The Nasdaq Stock Market LLC.    
  - Units (AIMAU)
  - Class A Ordinary Shares (AIMA)
  - Class 1 Redeemable Warrants (AIMAW)
  - Class 2 Redeemable Warrants (AIMAW)

## Financial Information

- **Established Operations:** Commenced public trading on April 26, 2022.
- **Market Value:** As of June 30, 2023, the aggregate market value of the ordinary shares held by non-affiliates was approximately **$82,915,000**.

## Employee and Customer Information

- **Employees:** Specific employee data is not provided; however, for SPACs, the team generally includes a small group of management and advisory personnel involved in the acquisition process.
- **Customers:** As a SPAC, Aimfinity Investment Corp. I does not have a conventional customer base since it primarily focuses on identifying and merging with target companies post-IPO.

## Revenue and Income

- **Revenue:** The company is in the acquisition phase and may not have significant revenue until a merger or acquisition is completed.
- **Income:** As a SPAC, Aimfinity has not generated operational income typical of traditional businesses, as its primary purpose is to raise capital for future investments.

## Conclusion

Aimfinity Investment Corp. I serves as a conduit for raising capital with the intent to merge with promising companies in high-growth sectors. Its success and financial metrics will heavily depend on the completion and performance of its future acquisitions.

Aimfinity Investment Corp. I

10-K / April 15, 2025

10-K / July 29, 2024

10-K / April 15, 2025

Aimfinity Investment Corp. I - Company Overview

Company Structure

Business Activities

Initial Public Offering (IPO)

Financial Instruments

Management and Operations

Key Milestones

Customer Base and Revenue

Risk Factors

Conclusion