{"filing":{"accession_number":"0001213900-26-076443","cik":"0002128045","ticker":null,"company_name":"Bleichroeder Acquisition Corp. III","form":"8-K","filing_date":"2026-07-08","report_date":null,"primary_document":"ea0297306-8k_bleich3.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2128045/000121390026076443/ea0297306-8k_bleich3.htm"},"events":[{"id":17153,"run_id":15350,"accession_number":"0001213900-26-076443","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"summary":"Bleichroeder Acquisition Corp. III consummated a $345 million IPO on July 8, 2026, entering into multiple material definitive agreements including an underwriting agreement, warrant agreement, and private placement agreements to establish the capital-raising infrastructure for a future business combination.","company_name":"Bleichroeder Acquisition Corp. III","ticker":null,"filing_date":"2026-07-08","form":"8-K","submitted_at":null,"items":[{"id":15494,"accession_number":"0001213900-26-076443","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 filing discloses the consummation of a $345 million IPO by a blank-check acquisition company (SPAC) on July 8, 2026, with entry into multiple material definitive agreements including an underwriting agreement, warrant agreement, and private placement agreements. While technically an IPO rather than a traditional M\u0026A transaction, the Item 1.01 classification and the nature of the agreements—particularly the private placement warrants purchase agreements and the trust account structure—reflect the capital-raising infrastructure for a future business combination, which is the SPAC's stated purpose. The materiality and scale of the offering ($345M gross proceeds) clearly affects investor assessment of the registrant.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T12:59:09.027706+00:00","company_name":"","ticker":null,"filing_date":""},{"id":15498,"accession_number":"0001213900-26-076443","item_number":"8.01","item_title":"Other Events.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.75,"reasoning":"This disclosure announces the completion of a $345 million IPO by a blank-check acquisition company (SPAC), with proceeds placed in trust pending a business combination. While the filing includes press releases announcing the IPO pricing and closing, the Item 8.01 disclosure focuses on trust account mechanics and regulatory conditions rather than financial results. This is a capital-raising event material to investors, but it does not fit neatly into earnings_release (no financial results) or debt_issuance (equity offering). The event is clearly material and financial in nature, making other_material the most appropriate classification when the specific capital-raising event type is not enumerated.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T12:59:09.027706+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":17154,"run_id":15350,"accession_number":"0001213900-26-076443","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"The Company issued 8,500,000 warrants in a private placement simultaneously with IPO closing—5,000,000 to the Sponsor and 3,500,000 to Underwriters at $1.00 per warrant—pursuant to Section 4(a)(2) exemption from registration.","company_name":"Bleichroeder Acquisition Corp. III","ticker":null,"filing_date":"2026-07-08","form":"8-K","submitted_at":null,"items":[{"id":15495,"accession_number":"0001213900-26-076443","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":"The filing discloses a private placement of 8,500,000 warrants sold simultaneously with the IPO closing to the Sponsor (5,000,000 warrants) and Underwriters (3,500,000 warrants) at $1.00 per warrant, pursuant to Section 4(a)(2) exemption from registration. This is a classic unregistered equity issuance under Item 3.02, representing dilutive securities issued to insiders and underwriters in connection with the SPAC formation.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T12:59:09.027706+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":17155,"run_id":15350,"accession_number":"0001213900-26-076443","anchor_item_number":"5.02","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"summary":"On July 6, 2026, Clemence Rasigni and Christopher Kellen were appointed to the Board of Directors in connection with the IPO, with Ms. Rasigni designated as Audit Committee chair and Mr. Kellen as Compensation Committee chair.","company_name":"Bleichroeder Acquisition Corp. III","ticker":null,"filing_date":"2026-07-08","form":"8-K","submitted_at":null,"items":[{"id":15496,"accession_number":"0001213900-26-076443","item_number":"5.02","item_title":"Departure of Directors or","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"On July 6, 2026, Clemence Rasigni and Christopher Kellen were appointed to the Board of Directors in connection with the IPO, with specific committee assignments (Ms. Rasigni as Audit Committee chair, Mr. Kellen as Compensation Committee chair). While the Item 5.02 section also discloses indemnity agreements, the principal disclosed action is the appointment of two directors to the Board and their committee roles, making exec_appointment the most salient event classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T12:59:09.027706+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":17156,"run_id":15350,"accession_number":"0001213900-26-076443","anchor_item_number":"5.03","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"summary":"The Company filed amended and restated memorandum and articles of association with the Cayman Islands Registrar of Companies, effective July 6, 2026, establishing its governance framework in connection with the IPO and transition to public company status.","company_name":"Bleichroeder Acquisition Corp. III","ticker":null,"filing_date":"2026-07-08","form":"8-K","submitted_at":null,"items":[{"id":15497,"accession_number":"0001213900-26-076443","item_number":"5.03","item_title":"Amendments to the Amended and Restated Memorandum","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The Item 5.03 disclosure concerns the filing of amended and restated memorandum and articles of association with the Cayman Islands Registrar of Companies in connection with the IPO, effective July 6, 2026. This is a governance event—a change to the company's foundational governing documents. While the supplemental exhibits describe the IPO itself (which could be classified as a dilutive issuance or capital event), the Item 5.03 section focuses narrowly on the corporate governance document amendment. The event is material because it reflects the company's transition to public company status and establishes its governance framework post-IPO.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T12:59:09.027706+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":15494,"accession_number":"0001213900-26-076443","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 filing discloses the consummation of a $345 million IPO by a blank-check acquisition company (SPAC) on July 8, 2026, with entry into multiple material definitive agreements including an underwriting agreement, warrant agreement, and private placement agreements. While technically an IPO rather than a traditional M\u0026A transaction, the Item 1.01 classification and the nature of the agreements—particularly the private placement warrants purchase agreements and the trust account structure—reflect the capital-raising infrastructure for a future business combination, which is the SPAC's stated purpose. The materiality and scale of the offering ($345M gross proceeds) clearly affects investor assessment of the registrant.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T12:59:09.027706+00:00","company_name":"Bleichroeder Acquisition Corp. III","ticker":null,"filing_date":"2026-07-08"},{"id":15495,"accession_number":"0001213900-26-076443","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":"The filing discloses a private placement of 8,500,000 warrants sold simultaneously with the IPO closing to the Sponsor (5,000,000 warrants) and Underwriters (3,500,000 warrants) at $1.00 per warrant, pursuant to Section 4(a)(2) exemption from registration. This is a classic unregistered equity issuance under Item 3.02, representing dilutive securities issued to insiders and underwriters in connection with the SPAC formation.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T12:59:09.027706+00:00","company_name":"Bleichroeder Acquisition Corp. III","ticker":null,"filing_date":"2026-07-08"},{"id":15496,"accession_number":"0001213900-26-076443","item_number":"5.02","item_title":"Departure of Directors or","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"On July 6, 2026, Clemence Rasigni and Christopher Kellen were appointed to the Board of Directors in connection with the IPO, with specific committee assignments (Ms. Rasigni as Audit Committee chair, Mr. Kellen as Compensation Committee chair). While the Item 5.02 section also discloses indemnity agreements, the principal disclosed action is the appointment of two directors to the Board and their committee roles, making exec_appointment the most salient event classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T12:59:09.027706+00:00","company_name":"Bleichroeder Acquisition Corp. III","ticker":null,"filing_date":"2026-07-08"},{"id":15497,"accession_number":"0001213900-26-076443","item_number":"5.03","item_title":"Amendments to the Amended and Restated Memorandum","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The Item 5.03 disclosure concerns the filing of amended and restated memorandum and articles of association with the Cayman Islands Registrar of Companies in connection with the IPO, effective July 6, 2026. This is a governance event—a change to the company's foundational governing documents. While the supplemental exhibits describe the IPO itself (which could be classified as a dilutive issuance or capital event), the Item 5.03 section focuses narrowly on the corporate governance document amendment. The event is material because it reflects the company's transition to public company status and establishes its governance framework post-IPO.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T12:59:09.027706+00:00","company_name":"Bleichroeder Acquisition Corp. III","ticker":null,"filing_date":"2026-07-08"},{"id":15498,"accession_number":"0001213900-26-076443","item_number":"8.01","item_title":"Other Events.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.75,"reasoning":"This disclosure announces the completion of a $345 million IPO by a blank-check acquisition company (SPAC), with proceeds placed in trust pending a business combination. While the filing includes press releases announcing the IPO pricing and closing, the Item 8.01 disclosure focuses on trust account mechanics and regulatory conditions rather than financial results. This is a capital-raising event material to investors, but it does not fit neatly into earnings_release (no financial results) or debt_issuance (equity offering). The event is clearly material and financial in nature, making other_material the most appropriate classification when the specific capital-raising event type is not enumerated.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T12:59:09.027706+00:00","company_name":"Bleichroeder Acquisition Corp. III","ticker":null,"filing_date":"2026-07-08"}]}
