PHP Ventures Acquisition Corp - Ordinary Shares (PPHP) 10-Q 16 Sep 21 2021 Q2 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Jun. 30, 2021	Sep. 16, 2021
Affiliate, Collateralized Security [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jun. 30, 2021
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2021
Current Fiscal Year End Date	--12-31
Entity File Number	001-40696
Entity Registrant Name	PHP Ventures Acquisition Corp.
Entity Central Index Key	0001863460
Entity Tax Identification Number	86-3368971
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	CT 10-06, Level 10
Entity Address, Address Line Two	Corporate Tower Subang Square
Entity Address, Address Line Three	Jalan SS15/4G
Entity Address, City or Town	Subang Jaya
Entity Address, Country	MY
Entity Address, Postal Zip Code	47500
City Area Code	60 3
Local Phone Number	5888 8485
Entity Current Reporting Status	No
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	true
Units [Member]
Affiliate, Collateralized Security [Line Items]
Title of 12(b) Security	Units, each consisting of one share of Class A Common Stock, one-half of one redeemable warrant, and one right to acquire one-tenth of one share
Trading Symbol	PPHPU
Security Exchange Name	NASDAQ
Common Class A [Member]
Affiliate, Collateralized Security [Line Items]
Title of 12(b) Security	Class A Common Stock, $0.0001 par value per share
Trading Symbol	PPHP
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		5,750,000
Rights Exchangeable [Member]
Affiliate, Collateralized Security [Line Items]
Title of 12(b) Security	Rights, exchangeable into one-tenth of one share of Class A common stock
Trading Symbol	PPHPR
Security Exchange Name	NASDAQ
Redeemable Warrants [Member]
Affiliate, Collateralized Security [Line Items]
Title of 12(b) Security	Redeemable warrants
Trading Symbol	PPHPW
Security Exchange Name	NASDAQ
Common Class B [Member]
Affiliate, Collateralized Security [Line Items]
Entity Common Stock, Shares Outstanding		1,437,500

Balance Sheets (Unaudited)

Balance Sheets (Unaudited)	Jun. 30, 2021USD ($)
ASSETS
Current Assets-Cash	$ 24,979
Deferred offering costs	94,220
Total assets	119,199
Current liabilities
Promissory Note – related party	95,120
Total liabilities	95,120
Stockholders’ Equity
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding
Additional paid in capital	24,856
Accumulated deficit	(921)
Total stockholders’ equity	24,079
Total liabilities and stockholders’ equity	119,199
Common Class A [Member]
Stockholders’ Equity
Common Stock Value
Total stockholders’ equity
Common Class B [Member]
Stockholders’ Equity
Common Stock Value	144	[1]
Total stockholders’ equity	$ 144
[1]	Includes an aggregate of 187,500

Balance Sheets (Unaudited) (Par

Balance Sheets (Unaudited) (Parenthetical)	Jun. 30, 2021$ / sharesshares
Preferred stock par value | $ / shares	$ 0.0001
Preferred stock shares authorized	1,000,000
Preferred stock shares issued	0
Preferred stock shares outstanding	0
Sponsor [Member]
Shares subject to forfeiture	187,500
Common Class A [Member]
Common stock par value | $ / shares	$ 0.0001
Common stock shares authorized	100,000,000
Common stock shares issued	0
Common stock shares outstanding	0
Common Class B [Member]
Common stock par value | $ / shares	$ 0.0001
Common stock shares authorized	10,000,000
Common stock shares issued	1,437,500
Common stock shares outstanding	1,437,500
Common Class B [Member] | Sponsor [Member]
Common stock shares outstanding	1,403,500

Statements of Operations (Unaud

Statements of Operations (Unaudited)	3 Months Ended
	Jun. 30, 2021USD ($)$ / sharesshares
Income Statement [Abstract]
Operating costs	$ 921
Net loss	$ (921)
Weighted average shares outstanding, basic and diluted | shares	569,620	[1]
Basic and diluted net loss per common share | $ / shares	$ 0
[1]	Excludes an aggregate of 187,500

Statements of Operations (Una_2

Statements of Operations (Unaudited) (Parenthetical)	Jun. 30, 2021shares
Sponsor [Member]
Discounted Future Net Cash Flows Relating to Proved Oil and Gas Reserves [Line Items]
Shares subject to forfeiture	187,500

Statement of Changes in Stockho

Statement of Changes in Stockholder's Equity (Unaudited) - 3 months ended Jun. 30, 2021 - USD ($)		Common Class A [Member]	Common Class B [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance - April 13, 2021 (inception) at Apr. 12, 2021
Balance, Shares at Apr. 12, 2021
Issuance of Class B Common stock to Sponsor	[1]		$ 144	24,856		25,000
Issuance of class b common stock to sponsor , shares	[1]		1,437,500
Net loss					(921)	(921)
Balance - June 30, 2021 at Jun. 30, 2021			$ 144	$ 24,856	$ (921)	$ 24,079
Balance, Shares at Jun. 30, 2021			1,437,500
[1]	Includes an aggregate of 187,500

Statement of Changes in Stock_2

Statement of Changes in Stockholder's Equity (Unaudited) (Parenthetical)	Jun. 30, 2021shares
Sponsor [Member]
Discounted Future Net Cash Flows Relating to Proved Oil and Gas Reserves [Line Items]
Shares subject to forfeiture	187,500

Statements of Cash Flows (Unaud

Statements of Cash Flows (Unaudited)	3 Months Ended
	Jun. 30, 2021USD ($)
Cash flow from operating activities:
Net loss	$ (921)
Changes in operating assets and liabilities:
Accrued expenses	900
Net cash used in operating activities	(21)
Cash flows from financing activities:
Proceeds from issuance of Class B common stock to Sponsor	25,000
Net cash provided by financing activities	25,000
Net change in cash	24,979
Cash at the beginning of the period
Cash at the end of the period	24,979
Supplemental disclosure of non-cash financing activities:
Deferred offering costs included in Related Party Payable	$ 95,120

Description of Organization and

Description of Organization and Business Operations	3 Months Ended
	Jun. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Organization and Business Operations	Note 1 — Description of Organization and Business Operations PHP Ventures Acquisition Corp. (the “Company”) is a blank check company incorporated in the State of Delaware on April 13, 2021 As of June 30, 2021, the Company had not commenced any operations. All activity for the period from April 13, 2021 (inception) through June 30, 2021 relates to the Company’s formation and the Offering (as defined below). The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income on cash and cash equivalents from the proceeds derived from the Offering. The Company has selected December 31 as its fiscal year end. The Company’s sponsor is Global Link Investment LLC, a Delaware limited liability company (the “Sponsor”). The registration statement for the Company’s Initial Public Offering was declared effective on August 11, 2021. On August 16, 2021, the Company consummated its Initial Public Offering of 5,000,000 10.00 50,000,000 3,153,369 1,750,000 750,000 Simultaneously with the consummation of the closing of the Offering, the Company consummated the private placement of an aggregate of 270,900 10.00 2,709,000 Subsequently, on August 19, 2021, the Company consummated the closing of the sale of 750,000 10 7,500,000 412,500 0.0001 11.50 Simultaneously with the exercise of the overallotment, the Company consummated the Private Placement of an additional 22,500 225,000 A total of $ 58,075,000 Transaction costs of the Initial Public Offering with the exercise of the overallotment amounted to $ 3,565,869 1,150,000 2,012,500 403,369 PHP VENTURES ACQUISITION CORP. NOTES TO UNAUDITED FINANCIAL STATEMENTS Note 1 — Description of Organization and Business Operations (Continued) Following the closing of the Initial Public Offering $ 925,077 24,979 70,141 The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of the Private Placement Units, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. NASDAQ rules provide that the Business Combination must be with one or more target businesses that together have a fair market value equal to at least 80 50 The Company will provide its holders of the outstanding Public Shares (the “public stockholders”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a stockholder meeting called to approve the Business Combination or (ii) by means of a tender offer. In connection with a proposed Business Combination, the Company may seek stockholder approval of a Business Combination at a meeting called for such purpose at which stockholders may seek to redeem their shares, regardless of whether they vote for or against a Business Combination. The Company will proceed with a Business Combination only if the Company has net tangible assets of at least $ 5,000,001 The Company will have until August 16, 2022 (or up to February 16, 2023, as applicable) to consummate a Business Combination. If the Company is unable to complete a Business Combination within 12 months from the closing of this offering (or up to 18 months from the closing of this offering at the election of the Company in two separate three month extensions subject to satisfaction of certain conditions, including the deposit of up to $500,000, or $575,000 if the underwriters’ over-allotment option is exercised in full ($0.10 per unit in either case) for each three month extension, into the trust account, or as extended by the Company’s stockholders in accordance with our certificate of incorporation), 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 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 on the funds held in the trust account and not previously released to us to pay our taxes (less up to $100,000 of interest to pay dissolution expenses), divided by the number of then outstanding public shares, which redemption will completely extinguish public stockholders’ rights as stockholders (including the right to receive further liquidating distributions, if any), subject to applicable law, and (iii) as promptly as reasonably possible following such redemption, subject to the approval of our remaining stockholders and our board of directors, dissolve and liquidate, subject in the case of clauses (ii) and (iii) above to our obligations under Delaware law to provide for claims of creditors and the requirements of other applicable law. Accordingly, it is our intention to redeem our public shares as soon as reasonably possible following our 12th month (or up to 18 months from the closing of this offering at the election of the Company in two separate three month extensions subject to satisfaction of certain conditions, including the deposit of up to $500,000, or $575,000 if the underwriters’ over-allotment option is exercised in full ($0.10 per unit in either case) for each three month extension, into the trust account, or as extended by the Company’s stockholders in accordance with our certificate of incorporation) and, therefore, we do not intend to comply with those procedures. As such, our stockholders could potentially be liable for any claims to the extent of distributions received by them (but no more) and any liability of our stockholders may extend well beyond the third anniversary of such date. PHP VENTURES ACQUISITION CORP. NOTES TO UNAUDITED FINANCIAL STATEMENTS Note 1 — Description of Organization and Business Operations (Continued) Our sponsor has agreed that it will be liable to us if and to the extent any claims by a third party (other than the independent public accounting firm) for services rendered or products sold to us, or a prospective target business with which we have entered into a written letter of intent, confidentiality or similar agreement or business combination agreement, reduce the amount of funds in the trust account to below the lesser of (i) $10.10 per public share and (ii) the actual amount per public share held in the trust account as of the date of the liquidation of the trust account, if less than $10.10 per public share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or prospective target business who executed a waiver of any and all rights to the monies held in the trust account (whether or not such waiver is enforceable) nor will it apply to any claims under our indemnity of the underwriters of this offering against certain liabilities, including liabilities under the Securities Act. However, we have not asked our sponsor to reserve for such indemnification obligations, nor have we independently verified whether our sponsor has sufficient funds to satisfy its indemnity obligations and believe that our sponsor’s only assets are securities of our company. Therefore, we cannot assure you that our sponsor would be able to satisfy those obligations. None of our officers or directors will indemnify us for claims by third parties including, without limitation, claims by vendors and prospective target businesses. Liquidity and Management’s Plans Prior to the completion of the Initial Public Offering, the Company lacked the liquidity it needed to sustain operations for a reasonable period of time, which is considered to be one year from the issuance date of the financial statements. The Company has since completed its Initial Public Offering at which time capital in excess of the funds deposited in the Trust Account and/or used to fund offering expenses was released to the Company for general working capital purposes. Accordingly, management has since reevaluated the Company’s liquidity and financial condition and determined that sufficient capital exists to sustain operations through the earlier of the consummation of a Business Combination or one year from this filing and therefore substantial doubt has been alleviated. There is no assurance that the Company’s plans to consummate an initial Business Combination will be successful within the Combination Period. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Jun. 30, 2021
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2 — Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited financial statements are presented in U.S. Dollars and conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC. PHP VENTURES ACQUISITION CORP. NOTES TO UNAUDITED FINANCIAL STATEMENTS Note 2 — Summary of Significant Accounting Policies (Continued) Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (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 auditor 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 stockholder 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 financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates 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 financial statements, 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. Deferred offering costs Deferred offering costs consist of costs incurred in connection with preparation for the Public Offering executed on August 16, 2021. These costs, together with the underwriting discounts and commissions, will be charged to additional paid-in capital upon completion of the Public Offering. As of June 30, 2021, the Company had deferred offering costs of $ 94,220 Risks and Uncertainties Management is currently evaluating the impact of the COVID-19 pandemic on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations, close of the Public Offering, and/or search for a target company, the specific impact is not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash equivalents are carried at cost, which approximates fair value. The Company had $ 24,979 no Income Taxes The Company complies with the accounting and reporting requirements of ASC Topic 740, “Income Taxes,” which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. The Company’s management determined the United States is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits, if any, as income tax expense. There were no no PHP VENTURES ACQUISITION CORP. NOTES TO UNAUDITED FINANCIAL STATEMENTS Note 2 — Summary of Significant Accounting Policies (Continued) The provision for income taxes was deemed to be immaterial for the period from April 13, 2021 (inception) through June 30, 2021. Class A Common Stock Subject to Possible Redemption All of the Class A common stock sold as part of the Units in the Public Offering contain a redemption feature which allows for the redemption of such Public Shares in connection with the Company’s liquidation, if there is a stockholder vote or tender offer in connection with the Business Combination and in connection with certain amendments to the Company’s amended and restated certificate of incorporation. In accordance with ASC 480, conditionally redeemable Class A common stock (including shares of Class A common stock 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 classified as temporary equity. Ordinary liquidation events, which involve the redemption and liquidation of all of the entity’s equity instruments, are excluded from the provisions of ASC 480. Although the Company did not specify a maximum redemption threshold, its charter provides that currently, the Company will not redeem its public shares in an amount that would cause its net tangible assets (stockholders’ equity) to be less than $ 5,000,001 Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist of a cash account in a financial institution which, at times may exceed the Federal depository insurance coverage of $ 250,000 Net Loss Per Share The Company complies with accounting and disclosure requirements of ASC Topic 260, “Earnings Per Share”. Net loss per share is computed by dividing net loss by the weighted average number of common stock outstanding during the period, excluding common stock subject to forfeiture. Weighted average shares were reduced for the effect of an aggregate of 187,500 PHP VENTURES ACQUISITION CORP. NOTES TO UNAUDITED FINANCIAL STATEMENTS Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature. Recently Issued Accounting Standards Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statements.

Public Offering

Public Offering	3 Months Ended
	Jun. 30, 2021
Public Offering
Public Offering	Note 3 — Public Offering Pursuant to the Initial Public Offering and full exercise underwriter’s overallotment option, the Company sold 5,750,000 10.00 11.50

Private Placement

Private Placement	3 Months Ended
	Jun. 30, 2021
Private Placement
Private Placement	Note 4 — Private Placement Simultaneously with the Initial Public Offering and full exercise underwriter’s overallotment option, the Sponsor purchased an aggregate of 293,400 10.00 2,934,000 The proceeds from the sale of the Placement Units will be added to the net proceeds from the Proposed Offering held in the Trust Account. The Placement Units are identical to the Units sold in the Proposed Offering, except for the placement warrants (“Placement Warrants”), as described in Note 7. If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale of the Placement Units will be used to fund the redemption of the Public Shares (subject to the requirements of applicable law) and the Placement Warrants and the rights underlying the Placement Units (“Private Rights”) will expire worthless.

Related Party Transactions

Related Party Transactions	3 Months Ended
	Jun. 30, 2021
Related Party Transactions [Abstract]
Related Party Transactions	Note 5 — Related Party Transactions Class B Common Stock During the period ended June 30, 2021, the Company issued an aggregate of 1,437,500 25,000 187,500 20 On May 3, 2021, our sponsor purchased 1,437,500 25,000 0.02 20,000 6,000 2,500 2,500 3,000 The initial stockholders have agreed not to transfer, assign or sell any of the Class B common stock (except to certain permitted transferees) until, with respect to 50% of the Class B common stock, the earlier of (i) six months after the date of the consummation of a Business Combination, or (ii) the date on which the closing price of the Company’s common stock equals or exceeds $ 12.00 as adjusted for stock splits, stock dividends, reorganizations and recapitalizations) for any 20 trading days within any 30-trading day period commencing after a Business Combination, with respect to the remaining 50% of the Class B common stock, upon six months after the date of the consummation of a Business Combination, or earlier, in each case, if, subsequent to a Business Combination, the Company consummates a subsequent liquidation, merger, stock exchange or other similar transaction which results in all of the Company’s stockholders having the right to exchange their common stock for cash, securities or other property. Promissory Note — Related Party On May 3, 2021, the Sponsor issued an unsecured promissory note to the Company, pursuant to which the Company may borrow up to an aggregate principal amount of $ 300,000 October 31, 2021 609,000 95,120 Related Party Loans In order to finance transaction costs in connection with a Business Combination, the Company’s Sponsor or an affiliate of the Sponsor, or the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). Such Working Capital Loans would be evidenced by promissory notes. The notes would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $ 1,500,000 10.00 PHP VENTURES ACQUISITION CORP. NOTES TO UNAUDITED FINANCIAL STATEMENTS Note 5 — Related Party Transactions (Continued) Administrative Support Agreement Commencing on the date of the prospectus and until completion of the Company’s Business Combination or liquidation, the Company may reimburse ARC Group Ltd., an affiliate of the Sponsor, up to an amount of $ 10,000

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Jun. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 6 — Commitments and Contingencies Registration Rights The holders of the insider shares, as well as the holders of the Placement Units (and underlying securities) and any securities issued in payment of working capital loans made to the Company, will be entitled to registration rights pursuant to an agreement to be signed prior to or on the effective date of Proposed Public Offering. The holders of a majority of these securities are entitled to make up to two demands that the Company register such securities. Notwithstanding anything to the contrary, the underwriters (and/or their designees) may only make a demand registration (i) on one occasion and (ii) during the five-year period beginning on the effective date of the Proposed Public Offering. The holders of the majority of the insider shares can elect to exercise these registration rights at any time commencing three months prior to the date on which these shares of common stock are to be released from escrow. The holders of a majority of the Placement Units (and underlying securities) and securities issued in payment of working capital loans (or underlying securities) can elect to exercise these registration rights at any time after the Company consummates a Business Combination. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the consummation of a Business Combination. Notwithstanding anything to the contrary, the underwriters (and/or their designees) may participate in a “piggy-back” registration only during the seven-year period beginning on the effective date of the Proposed Public Offering. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Notwithstanding anything to the contrary, under FINRA Rule 5110, the underwriters and/or their designees may only make a demand registration (i) on one occasion and (ii) during the five-year period beginning on the effective date of the registration statement relating to the Proposed Public Offering, and the underwriters and/or their designees may participate in a “piggy-back” registration only during the seven-year period beginning on the effective date of the registration statement relating to the Proposed Public Offering. Underwriters Agreement The Company granted the underwriter a 45-day option to purchase up to 750,000 The underwriter was paid a cash underwriting discount of two percent ( 2.00 1,150,000 3.50 2,012,500 Right of First Refusal For a period beginning on the closing of this offering and ending 18 months from the closing of a business combination, we have granted EF Hutton, division of Benchmark Investments, LLC a right of first refusal to act as lead-left book running manager and lead left manager for any and all future private or public equity, convertible and debt offerings during such period. In accordance with FINRA Rule 5110(g)(6)(A), such right of first refusal shall not have a duration of more than three years from the effective date of the registration statement of which this prospectus forms a part. PHP VENTURES ACQUISITION CORP. NOTES TO UNAUDITED FINANCIAL STATEMENTS

Stockholders_ Equity

Stockholders’ Equity	3 Months Ended
	Jun. 30, 2021
Equity [Abstract]
Stockholders’ Equity	Note 7 – Stockholders’ Equity Preferred Stock 1,000,000 0.0001 Class A Common Stock 100,000,000 0.0001 Class B Common Stock — 10,000,000 0.0001 1,437,500 25,000 0.02 20,000 6,000 2,500 2,500 3,000 1,437,500 1,403,500 187,500 20 Warrants PHP VENTURES ACQUISITION CORP. NOTES TO UNAUDITED FINANCIAL STATEMENTS The Company may call the Warrants for redemption, in whole and not in part, at a price of $ 0.01 ● at any time while the Warrants are exercisable, ● upon not less than 30 days’ prior written notice of redemption to each Warrant holder, ● if, and only if, the reported last sale price of the common stock equals or exceeds $18 per share, for any 20 trading days within a 30-trading day period ending on the third trading day prior to the notice of redemption to Warrant holders ● if, and only if, there is a current registration statement in effect with respect to the common stock underlying such warrants at the time of redemption and for the entire 30-day trading period referred to above and continuing each day thereafter until the date of redemption. The Placement Warrants will be identical to the Public Warrants underlying the Units being sold in the Proposed Offering, except that the Placement Warrants and the common stock issuable upon the exercise of the Placement Warrants will not be transferable, assignable or salable until after the completion of a Business Combination, subject to certain limited exceptions. If the Company calls the Warrants for redemption, management will have the option to require all holders that wish to exercise the Warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of common stock issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a stock dividend, extraordinary dividend or recapitalization, reorganization, merger, or consolidation. However, the warrants will not be adjusted for issuances of common stock at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the warrants. If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with respect to such warrants. Accordingly, the warrants may expire worthless. The exercise price is $ 11.50 9.20 9.20 115 18.00 180 PHP VENTURES ACQUISITION CORP. NOTES TO UNAUDITED FINANCIAL STATEMENTS Rights —

Subsequent Events

Subsequent Events	3 Months Ended
	Jun. 30, 2021
Subsequent Events [Abstract]
Subsequent Events	Note 8 – Subsequent Events In accordance with ASC Topic 855, “Subsequent Events”, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued, the Company has evaluated all events or transactions that occurred up to September 14, 2021, the date the audited financial statements were available to issue. Based upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements. On August 19, 2021, the underwriter has exercised the over-allotment option in full to purchase an additional 750,000 10.00 7,500,000 22,500 10.00 225,000

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Jun. 30, 2021
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited financial statements are presented in U.S. Dollars and conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC. PHP VENTURES ACQUISITION CORP. NOTES TO UNAUDITED FINANCIAL STATEMENTS Note 2 — Summary of Significant Accounting Policies (Continued)
Emerging Growth Company	Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (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 auditor 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 stockholder 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	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates 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 financial statements, 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.
Deferred offering costs	Deferred offering costs Deferred offering costs consist of costs incurred in connection with preparation for the Public Offering executed on August 16, 2021. These costs, together with the underwriting discounts and commissions, will be charged to additional paid-in capital upon completion of the Public Offering. As of June 30, 2021, the Company had deferred offering costs of $ 94,220
Risks and Uncertainties	Risks and Uncertainties Management is currently evaluating the impact of the COVID-19 pandemic on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations, close of the Public Offering, and/or search for a target company, the specific impact is not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash equivalents are carried at cost, which approximates fair value. The Company had $ 24,979 no
Income Taxes	Income Taxes The Company complies with the accounting and reporting requirements of ASC Topic 740, “Income Taxes,” which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. The Company’s management determined the United States is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits, if any, as income tax expense. There were no no PHP VENTURES ACQUISITION CORP. NOTES TO UNAUDITED FINANCIAL STATEMENTS Note 2 — Summary of Significant Accounting Policies (Continued) The provision for income taxes was deemed to be immaterial for the period from April 13, 2021 (inception) through June 30, 2021.
Class A Common Stock Subject to Possible Redemption	Class A Common Stock Subject to Possible Redemption All of the Class A common stock sold as part of the Units in the Public Offering contain a redemption feature which allows for the redemption of such Public Shares in connection with the Company’s liquidation, if there is a stockholder vote or tender offer in connection with the Business Combination and in connection with certain amendments to the Company’s amended and restated certificate of incorporation. In accordance with ASC 480, conditionally redeemable Class A common stock (including shares of Class A common stock 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 classified as temporary equity. Ordinary liquidation events, which involve the redemption and liquidation of all of the entity’s equity instruments, are excluded from the provisions of ASC 480. Although the Company did not specify a maximum redemption threshold, its charter provides that currently, the Company will not redeem its public shares in an amount that would cause its net tangible assets (stockholders’ equity) to be less than $ 5,000,001
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist of a cash account in a financial institution which, at times may exceed the Federal depository insurance coverage of $ 250,000
Net Loss Per Share	Net Loss Per Share The Company complies with accounting and disclosure requirements of ASC Topic 260, “Earnings Per Share”. Net loss per share is computed by dividing net loss by the weighted average number of common stock outstanding during the period, excluding common stock subject to forfeiture. Weighted average shares were reduced for the effect of an aggregate of 187,500 PHP VENTURES ACQUISITION CORP. NOTES TO UNAUDITED FINANCIAL STATEMENTS
Fair Value of Financial Instruments	Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature.
Recently Issued Accounting Standards	Recently Issued Accounting Standards Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statements.

Description of Organization a_2

Description of Organization and Business Operations (Details Narrative) - USD ($)		Aug. 19, 2021	Aug. 19, 2021	Aug. 16, 2021	Sep. 16, 2021	Jun. 30, 2021
Affiliate, Collateralized Security [Line Items]
Entity incorporation, date of incorporation						Apr. 13, 2021
Offering price per share						$ 10
Offering costs incurred						$ 94,220
Exercise price of warrants						$ 11.50
Cash						$ 24,979
working capital deficit						$ 70,141
Percentage of fair market value						80.00%
Percentage of outstanding voting securities						50.00%
Minimum [Member]
Affiliate, Collateralized Security [Line Items]
Tangible assets						$ 5,000,001
Common Class A [Member]
Affiliate, Collateralized Security [Line Items]
Number of share units issued	[1]
Common stock par value						$ 0.0001
IPO [Member]
Affiliate, Collateralized Security [Line Items]
Cash available for working capital						$ 925,077
IPO [Member] | Common Class A [Member] | Subsequent Event [Member]
Affiliate, Collateralized Security [Line Items]
Number of share units issued					5,000,000
Offering price per share				$ 10
Proceeds from initial public offering				$ 50,000,000
Offering costs incurred				3,153,369
Deferred underwriting commissions				$ 1,750,000
Over-Allotment Option [Member]
Affiliate, Collateralized Security [Line Items]
Number of share units issued						750,000
Offering price per share						$ 10
Exercise price of warrants						$ 11.50
Transaction costs in connection with initial public offering						$ 3,565,869
Cash underwriting fees						1,150,000
Deferred underwriting fee						2,012,500
Other offering costs						$ 403,369
Over-Allotment Option [Member] | Subsequent Event [Member]
Affiliate, Collateralized Security [Line Items]
Number of share units issued		750,000	750,000
Offering price per share		$ 10	$ 10
Offering costs incurred		$ 412,500	$ 412,500
Proceeds from issuance of stock		$ 7,500,000	$ 7,500,000
Over-Allotment Option [Member] | Subsequent Event [Member] | Maximum [Member]
Affiliate, Collateralized Security [Line Items]
Number of share units issued				750,000
Over-Allotment Option [Member] | Common Class A [Member] | Subsequent Event [Member]
Affiliate, Collateralized Security [Line Items]
Common stock par value		$ 0.0001	$ 0.0001
Exercise price of warrants		$ 11.50	$ 11.50
Private Placement [Member]
Affiliate, Collateralized Security [Line Items]
Number of share units issued						293,400
Offering price per share						$ 10
Private Placement [Member] | Subsequent Event [Member]
Affiliate, Collateralized Security [Line Items]
Number of share units issued			22,500		270,900
Offering price per share				$ 10
Proceeds from initial public offering				$ 2,709,000
Proceeds from issuance of stock		$ 225,000
Proceeds from issuance of warrants			$ 225,000
Offering and Private Placement [Member] | Subsequent Event [Member]
Affiliate, Collateralized Security [Line Items]
Proceeds from issuance of stock			$ 58,075,000	$ 58,075,000
[1]	Includes an aggregate of 187,500

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details Narrative)	3 Months Ended
	Jun. 30, 2021USD ($)shares
Property, Plant and Equipment [Line Items]
Deferred offering costs	$ 94,220
Cash	24,979
Cash equivalents	0
Unrecognized tax benefits	0
Amounts accrued for interest and penalties	0
Federal depository insurance amount	$ 250,000
Common Class B [Member]
Property, Plant and Equipment [Line Items]
Shares subject to forfeiture | shares	187,500
Minimum [Member]
Property, Plant and Equipment [Line Items]
Tangible assets	$ 5,000,001

Public Offering (Details Narrat

Public Offering (Details Narrative)	3 Months Ended
	Jun. 30, 2021$ / sharesshares
Subsidiary, Sale of Stock [Line Items]
Offering price per share	$ 10
Warrant exercise price	$ 11.50
Over-Allotment Option [Member]
Subsidiary, Sale of Stock [Line Items]
Sale of units | shares	5,750,000
Offering price per share	$ 10
Warrant exercise price	$ 11.50

Private Placement (Details Narr

Private Placement (Details Narrative)	3 Months Ended
	Jun. 30, 2021USD ($)$ / sharesshares
Subsidiary, Sale of Stock [Line Items]
Offering price per share	$ 10
Private Placement [Member]
Subsidiary, Sale of Stock [Line Items]
Number of shares issued | shares	293,400
Offering price per share	$ 10
Proceeds from issuance of shares | $	$ 2,934,000

Related Party Transactions (Det

Related Party Transactions (Details Narrative)		May 26, 2021USD ($)shares	May 03, 2021USD ($)$ / sharesshares	Jun. 30, 2021USD ($)$ / sharesshares
Affiliate, Collateralized Security [Line Items]
Value of shares issued	[1]			$ 25,000
Payment of offering expenses				609,000
Carrying amount				95,120
Business combination conversion of related party loans				$ 1,500,000
Offering price per share | $ / shares				$ 10
Reimbursement of expenses				$ 10,000
Sponsor [Member]
Affiliate, Collateralized Security [Line Items]
Shares subject to forfeiture | shares				187,500
Principal amount			$ 300,000
Maturity date			Oct. 31, 2021
Common Class B [Member]
Affiliate, Collateralized Security [Line Items]
Number of shares issued | shares	[1]			1,437,500
Value of shares issued	[1]			$ 144
Price per share | $ / shares			$ 0.02
Related party transaction description				as adjusted for stock splits, stock dividends, reorganizations and recapitalizations) for any 20 trading days within any 30-trading day period commencing after a Business Combination, with respect to the remaining 50% of the Class B common stock, upon six months after the date of the consummation of a Business Combination, or earlier, in each case, if, subsequent to a Business Combination, the Company consummates a subsequent liquidation, merger, stock exchange or other similar transaction which results in all of the Company’s stockholders having the right to exchange their common stock for cash, securities or other property.
Common Class B [Member] | Maximum [Member]
Affiliate, Collateralized Security [Line Items]
Price per share | $ / shares				$ 12
Common Class B [Member] | Sponsor [Member]
Affiliate, Collateralized Security [Line Items]
Number of shares issued | shares			1,437,500	1,437,500
Value of shares issued			$ 25,000	$ 25,000
Percentage of shares owned				0.20
Common Class B [Member] | Sponsor [Member] | Legacy Royals LLC [Member]
Affiliate, Collateralized Security [Line Items]
Number of shares transferred | shares		3,000
Common Class B [Member] | Sponsor [Member] | Mr Stein [Member]
Affiliate, Collateralized Security [Line Items]
Number of shares transferred | shares		6,000
Common Class B [Member] | Sponsor [Member] | Mr Phoon [Member]
Affiliate, Collateralized Security [Line Items]
Number of shares transferred | shares		2,500
Common Class B [Member] | Sponsor [Member] | Mr Anih [Member]
Affiliate, Collateralized Security [Line Items]
Number of shares transferred | shares		2,500
Common Class B [Member] | Sponsor [Member] | Mr Ngoh [Member]
Affiliate, Collateralized Security [Line Items]
Value of shares issued		$ 20,000
[1]	Includes an aggregate of 187,500

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative)	3 Months Ended
	Jun. 30, 2021USD ($)shares
Over-Allotment Option [Member]
Subsidiary, Sale of Stock [Line Items]
Number of shares issued | shares	750,000
IPO [Member]
Subsidiary, Sale of Stock [Line Items]
Percentage of underwriting cash discount	2.00%
Initial public offering gross proceeds	$ 1,150,000
Percentage of underwriting deferred fee	3.50%
Deferred fees	$ 2,012,500

Stockholders_ Equity (Details N

Stockholders’ Equity (Details Narrative)		May 26, 2021USD ($)shares	May 03, 2021USD ($)$ / sharesshares	Jun. 30, 2021USD ($)$ / sharesshares
Class of Stock [Line Items]
Preferred stock shares authorized				1,000,000
Preferred stock par value | $ / shares				$ 0.0001
Stock Issued During Period, Value, New Issues | $	[1]			$ 25,000
Warrants redemption per share | $ / shares				$ 0.01
Warrants description				if, and only if, the reported last sale price of the common stock equals or exceeds $18 per share, for any 20 trading days within a 30-trading day period ending on the third trading day prior to the notice of redemption to Warrant holders
Warrants excercise price per share | $ / shares				$ 11.50
Sponsor [Member]
Class of Stock [Line Items]
Shares subject to forfeiture				187,500
Common Class A [Member]
Class of Stock [Line Items]
Common stock shares authorized				100,000,000
Common stock par value | $ / shares				$ 0.0001
Issuance of class b common stock to sponsor , shares	[1]
Stock Issued During Period, Value, New Issues | $	[1]
Common stock shares issued				0
Common stock shares outstanding				0
Effective price per share | $ / shares				$ 9.20
Percentage of exercise price of warrants				115.00%
Redemption of warrants price per share | $ / shares				$ 18
Redemption price percentage of warrants				180.00%
Common Class B [Member]
Class of Stock [Line Items]
Common stock shares authorized				10,000,000
Common stock par value | $ / shares				$ 0.0001
Issuance of class b common stock to sponsor , shares	[1]			1,437,500
Stock Issued During Period, Value, New Issues | $	[1]			$ 144
Share Price | $ / shares			$ 0.02
Common stock shares issued				1,437,500
Common stock shares outstanding				1,437,500
Common Class B [Member] | Sponsor [Member]
Class of Stock [Line Items]
Issuance of class b common stock to sponsor , shares			1,437,500	1,437,500
Stock Issued During Period, Value, New Issues | $			$ 25,000	$ 25,000
Common stock shares outstanding				1,403,500
Percentage of shares owned				0.20
Common Class B [Member] | Sponsor [Member] | Legacy Royals LLC [Member]
Class of Stock [Line Items]
Number of shares transferred		3,000
Common Class B [Member] | Sponsor [Member] | Mr Stein [Member]
Class of Stock [Line Items]
Number of shares transferred		6,000
Common Class B [Member] | Sponsor [Member] | Mr Phoon [Member]
Class of Stock [Line Items]
Number of shares transferred		2,500
Common Class B [Member] | Sponsor [Member] | Mr Anih [Member]
Class of Stock [Line Items]
Number of shares transferred		2,500
Common Class B [Member] | Sponsor [Member] | Mr Ngoh [Member]
Class of Stock [Line Items]
Stock Issued During Period, Value, New Issues | $		$ 20,000
[1]	Includes an aggregate of 187,500

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - USD ($)	Aug. 19, 2021	Aug. 19, 2021	Sep. 16, 2021	Jun. 30, 2021	Aug. 16, 2021
Subsequent Event [Line Items]
Offering price per share				$ 10
Over-Allotment Option [Member]
Subsequent Event [Line Items]
Number of share units issued				750,000
Offering price per share				$ 10
Over-Allotment Option [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Number of share units issued	750,000	750,000
Offering price per share	$ 10	$ 10
Proceeds from issuance of stock	$ 7,500,000	$ 7,500,000
Over-Allotment Option [Member] | Subsequent Event [Member] | Sponsor [Member]
Subsequent Event [Line Items]
Offering price per share	$ 10	$ 10
Private Placement [Member]
Subsequent Event [Line Items]
Number of share units issued				293,400
Offering price per share				$ 10
Private Placement [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Number of share units issued		22,500	270,900
Offering price per share					$ 10
Proceeds from issuance of stock	$ 225,000
Private Placement [Member] | Subsequent Event [Member] | Sponsor [Member]
Subsequent Event [Line Items]
Number of share units issued	22,500