Class A ordinary shares, $0.0001 par value, included as part of the units
- Symbol
- BIII
- Exchange
- NYSE
- Classification
- UNIT
- Status
- Current
Current Report · Items 1.01, 2.03, 9.01 · 8-K
Black Spade Acquisition III Co
BIIINYSEEQUITYCurrent
Entry into a Material Definitive Agreement · Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. On October 30, 2026, Black Spade Acquisition III Co (the “Company”) issued an unsecured promissory note (the “Note”) in the amount of up to $200,000 to Black Spade Sponsor LLC III (the “Payee”).…
Company context
Black Spade Acquisition III Co (“BIII”) is a special purpose acquisition company incorporated for the purpose of effecting a business combination (Special Purpose Acquisition Company or SPAC). While it may pursue a business combination in any industry, BIII is focused on identifying a business combination target in the cross section of entertainment-related enabling technology and digital financial infrastructure. Listed on the NYSE, BIII is the third SPAC from Black Spade Capital Limited (“Black Spade Capital”), a global SPAC sponsor managing a diversified portfolio across regions, sectors and asset classes, including equities (including SPAC and pre-IPO investments), fixed income and real estate. In August 2023, Black Spade Capital’s first SPAC, Black Spade Acquisition Co, completed a US$23 billion business combination with VinFast Auto Ltd. In June 2025, the second SPAC of Black Spade Capital, Black Spade Acquisition II Co, completed a US$488 million business combination with a global media and entertainment powerhouse, The Generation Essentials Group, approximately nine months after BSII’s IPO.
Current securities
Registered securities in this filing
BLACK SPADE ACQUISITION III CO · 8-K · Filed 2026-11-02
Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50, included as part of the units
- Symbol
- BIIIW
- Exchange
- NYSE
- Classification
- UNIT
Units, each consisting of one Class A ordinary share and one-third of one redeemable warrant
- Symbol
- BIIIU
- Exchange
- NYSE
- Classification
- UNIT
Disclosure sections
Item 2.03Item 2.03 - Creation of Direct Financial Obligation
Item 2.03 Creation of a Direct Financial Obligation or an Obligation
under an Off-Balance Sheet Arrangement of a Registrant.
On October 30, 2026, Black Spade Acquisition III Co (the “Company”)
issued an unsecured promissory note (the “Note”) in the amount of up to $200,000 to Black Spade Sponsor LLC III (the
“Payee”). The proceeds of the Note, which may be drawn down from time to time prior to the Maturity Date (as defined
below), will be used for costs and expenses related to the Company’s proposed business combination (the “Business Combination”).
The Note bears no interest and is payable in full upon the earlier of (i) March 31, 2027 and (ii) the date on which the Company consummates
its Business Combination (such earlier date, the “Maturity Date”). The principal balance of the Note may be prepaid
at any time by the Company without penalty. A failure to pay the principal within five business days of the Maturity Date or the commencement
of a voluntary or involuntary bankruptcy action shall be deemed an event of default, in which case the Note may be accelerated.
The issuance of the Note was made pursuant to the exemption from registration
contained in Section 4(a)(2) of the Securities Act of 1933, as amended.
A copy of the Note is attached as Exhibit 10.1 to this Current Report
on Form 8-K and is incorporated herein by reference. The disclosures set forth in this Item 2.03 are intended to be summaries only and
are qualified in their entirety by reference to the full text of the Note.