{"filing":{"accession_number":"0001213900-26-075986","cik":"0002113481","ticker":null,"company_name":"Osprey Acquisition Corp. III","form":"8-K","filing_date":"2026-07-07","report_date":null,"primary_document":"ea0296619-8k_osprey3.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2113481/000121390026075986/ea0296619-8k_osprey3.htm"},"events":[{"id":16462,"run_id":14713,"accession_number":"0001213900-26-075986","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"summary":"Osprey Acquisition Corp. III consummated its initial public offering on July 2, 2026, raising $300.15 million in gross proceeds through the issuance of 30,015,000 units at $10.00 per unit. Each unit comprises one Class A ordinary share and one-third of a redeemable warrant exercisable at $11.50. The IPO establishes the capital base for the SPAC's future business combination activities.","company_name":"Osprey Acquisition Corp. III","ticker":null,"filing_date":"2026-07-07","form":"8-K","submitted_at":null,"items":[{"id":14566,"accession_number":"0001213900-26-075986","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"The Item 1.01 disclosure describes Osprey Acquisition Corp. III's consummation of its IPO on July 2, 2026, generating $300.15 million in gross proceeds. While technically an IPO is a capital-raising event rather than a traditional M\u0026A transaction, the Item 1.01 classification and the filing's emphasis on \"Entry into a Material Definitive Agreement\" combined with the company's stated purpose as a blank-check SPAC formed \"for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination\" suggests the IPO is being treated as a foundational capital event enabling future M\u0026A activity. However, the core event disclosed is the IPO itself and the ancillary agreements (underwriting, warrant, trust, registration rights, and administrative services agreements) entered into in connection with the offering. This is most accurately classified as ma_activity given the SPAC structure and Item 1.01 designation, though an alternative reading would classify it as a capital/financing event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-07T20:38:31.498901+00:00","company_name":"","ticker":null,"filing_date":""},{"id":14568,"accession_number":"0001213900-26-075986","item_number":"3.03","item_title":"Material Modification to Rights","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"The Item 3.03 disclosure, supported by the press releases in EX-99.1 and EX-99.2, describes the pricing and closing of Osprey Acquisition Corp. III's initial public offering of 30,015,000 units at $10.00 per unit, generating $300.15 million in gross proceeds. Each unit comprises one Class A ordinary share and one-third of a redeemable warrant exercisable at $11.50. This is a material issuance of equity securities that dilutes existing shareholders and raises substantial capital for the blank-check company's future business combination activities.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-07T20:38:31.498901+00:00","company_name":"","ticker":null,"filing_date":""},{"id":14569,"accession_number":"0001213900-26-075986","item_number":"5.03","item_title":"is incorporated herein by this reference.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"The 8-K Item 5.03 references an IPO of 30,015,000 units at $10.00 per unit (gross proceeds of $300.15 million), as documented in the attached press releases dated June 30 and July 2, 2026. While technically an IPO rather than a private placement, this represents a material issuance of equity securities (Class A ordinary shares and warrants) that dilutes existing shareholders. The event is material to investors as it establishes the company's public capital structure and trading status on NASDAQ.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-07T20:38:31.498901+00:00","company_name":"","ticker":null,"filing_date":""},{"id":14572,"accession_number":"0001213900-26-075986","item_number":"8.01","item_title":"Other Events.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"This Item 8.01 discloses the completion of a $300.15 million IPO by a blank-check acquisition company (SPAC), including trust account establishment and the underwriters' over-allotment exercise. While the IPO itself is a capital-raising event, it does not fit neatly into the standard taxonomy: it is neither an earnings release (no financial results), nor a debt issuance (equity offering), nor a dilutive issuance (which typically refers to unregistered private placements). The event is material to investors as it establishes the company's public status and capital base, but the taxonomy lacks a specific \"IPO\" or \"capital raising\" category for registered public offerings by SPACs.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-07T20:38:31.498901+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":16463,"run_id":14713,"accession_number":"0001213900-26-075986","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"Concurrent with the IPO, Osprey Acquisition Corp. III completed a private placement of 747,000 Units at $10.00 per unit, generating $7.47 million in gross proceeds. The units were purchased by Cantor Fitzgerald (261,000 units) and sponsor Osprey Acquisition Sponsor III, LLC (486,000 units) pursuant to Section 4(a)(2) exemption from registration.","company_name":"Osprey Acquisition Corp. III","ticker":null,"filing_date":"2026-07-07","form":"8-K","submitted_at":null,"items":[{"id":14567,"accession_number":"0001213900-26-075986","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses a private placement of 747,000 Units at $10.00 per unit generating $7,470,000 in gross proceeds, purchased by Cantor (261,000 Units) and the sponsor Osprey Acquisition Sponsor III, LLC (486,000 Units). The issuance was made pursuant to Section 4(a)(2) exemption from registration, which is the hallmark of an unregistered equity issuance. This is a classic dilutive private placement concurrent with the IPO, material to investors as it represents insider and underwriter participation in the capitalization structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-07T20:38:31.498901+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":16464,"run_id":14713,"accession_number":"0001213900-26-075986","anchor_item_number":"5.02","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.85,"summary":"On June 30, 2026, seven directors—Daniel C. Herz, Jonathan Z. Cohen, Edward E. Cohen, Jeffrey Clifford, Brian L. Frank, Atul Khanna, and Jeffrey Kupfer—were appointed to the board in connection with the IPO, with specific committee assignments established to govern the newly public blank-check company.","company_name":"Osprey Acquisition Corp. III","ticker":null,"filing_date":"2026-07-07","form":"8-K","submitted_at":null,"items":[{"id":14570,"accession_number":"0001213900-26-075986","item_number":"5.02","item_title":null,"event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"On June 30, 2026, seven directors (Daniel C. Herz, Jonathan Z. Cohen, Edward E. Cohen, Jeffrey Clifford, Brian L. Frank, Atul Khanna, and Jeffrey Kupfer) were appointed to the board in connection with the IPO, with specific committee assignments. While Jeffrey F. Brotman's resignation also occurred, the disclosure centers on the appointment of the new board and its committee structure, making exec_appointment the primary event. This is material as it establishes the governance structure of a newly public blank-check company.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-07T20:38:31.498901+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":14566,"accession_number":"0001213900-26-075986","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"The Item 1.01 disclosure describes Osprey Acquisition Corp. III's consummation of its IPO on July 2, 2026, generating $300.15 million in gross proceeds. While technically an IPO is a capital-raising event rather than a traditional M\u0026A transaction, the Item 1.01 classification and the filing's emphasis on \"Entry into a Material Definitive Agreement\" combined with the company's stated purpose as a blank-check SPAC formed \"for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination\" suggests the IPO is being treated as a foundational capital event enabling future M\u0026A activity. However, the core event disclosed is the IPO itself and the ancillary agreements (underwriting, warrant, trust, registration rights, and administrative services agreements) entered into in connection with the offering. This is most accurately classified as ma_activity given the SPAC structure and Item 1.01 designation, though an alternative reading would classify it as a capital/financing event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-07T20:38:31.498901+00:00","company_name":"Osprey Acquisition Corp. III","ticker":null,"filing_date":"2026-07-07"},{"id":14567,"accession_number":"0001213900-26-075986","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses a private placement of 747,000 Units at $10.00 per unit generating $7,470,000 in gross proceeds, purchased by Cantor (261,000 Units) and the sponsor Osprey Acquisition Sponsor III, LLC (486,000 Units). The issuance was made pursuant to Section 4(a)(2) exemption from registration, which is the hallmark of an unregistered equity issuance. This is a classic dilutive private placement concurrent with the IPO, material to investors as it represents insider and underwriter participation in the capitalization structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-07T20:38:31.498901+00:00","company_name":"Osprey Acquisition Corp. III","ticker":null,"filing_date":"2026-07-07"},{"id":14568,"accession_number":"0001213900-26-075986","item_number":"3.03","item_title":"Material Modification to Rights","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"The Item 3.03 disclosure, supported by the press releases in EX-99.1 and EX-99.2, describes the pricing and closing of Osprey Acquisition Corp. III's initial public offering of 30,015,000 units at $10.00 per unit, generating $300.15 million in gross proceeds. Each unit comprises one Class A ordinary share and one-third of a redeemable warrant exercisable at $11.50. This is a material issuance of equity securities that dilutes existing shareholders and raises substantial capital for the blank-check company's future business combination activities.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-07T20:38:31.498901+00:00","company_name":"Osprey Acquisition Corp. III","ticker":null,"filing_date":"2026-07-07"},{"id":14569,"accession_number":"0001213900-26-075986","item_number":"5.03","item_title":"is incorporated herein by this reference.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"The 8-K Item 5.03 references an IPO of 30,015,000 units at $10.00 per unit (gross proceeds of $300.15 million), as documented in the attached press releases dated June 30 and July 2, 2026. While technically an IPO rather than a private placement, this represents a material issuance of equity securities (Class A ordinary shares and warrants) that dilutes existing shareholders. The event is material to investors as it establishes the company's public capital structure and trading status on NASDAQ.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-07T20:38:31.498901+00:00","company_name":"Osprey Acquisition Corp. III","ticker":null,"filing_date":"2026-07-07"},{"id":14570,"accession_number":"0001213900-26-075986","item_number":"5.02","item_title":null,"event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"On June 30, 2026, seven directors (Daniel C. Herz, Jonathan Z. Cohen, Edward E. Cohen, Jeffrey Clifford, Brian L. Frank, Atul Khanna, and Jeffrey Kupfer) were appointed to the board in connection with the IPO, with specific committee assignments. While Jeffrey F. Brotman's resignation also occurred, the disclosure centers on the appointment of the new board and its committee structure, making exec_appointment the primary event. This is material as it establishes the governance structure of a newly public blank-check company.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-07T20:38:31.498901+00:00","company_name":"Osprey Acquisition Corp. III","ticker":null,"filing_date":"2026-07-07"},{"id":14572,"accession_number":"0001213900-26-075986","item_number":"8.01","item_title":"Other Events.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"This Item 8.01 discloses the completion of a $300.15 million IPO by a blank-check acquisition company (SPAC), including trust account establishment and the underwriters' over-allotment exercise. While the IPO itself is a capital-raising event, it does not fit neatly into the standard taxonomy: it is neither an earnings release (no financial results), nor a debt issuance (equity offering), nor a dilutive issuance (which typically refers to unregistered private placements). The event is material to investors as it establishes the company's public status and capital base, but the taxonomy lacks a specific \"IPO\" or \"capital raising\" category for registered public offerings by SPACs.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-07T20:38:31.498901+00:00","company_name":"Osprey Acquisition Corp. III","ticker":null,"filing_date":"2026-07-07"}]}
