GP-Act III Acquisition Corp.

GPAT: 10-Q · periodic report

GP-Act III Acquisition Corp. reported net income of $2.15 million for the quarter ended March 31, 2026, driven primarily by $2.72 million in interest earned on its trust account. The company held $311.9 million in the trust account and $119,428 in operating cash, with a working capital deficit of $1.01 million. Subsequent to the quarter end, shareholders approved an extension of the business combination deadline to November 13, 2026. Approximately 19.8 million shares were redeemed for cash at $10.89 per share, reducing the trust account balance to approximately $97.8 million. The company has until November 2026 to complete a business combination or face mandatory liquidation.

SEC 10-Q•5mo ago

GPAT: 8-K · material agreement

On May 11, 2026, GP-Act III Acquisition Corp. and its sponsor, GP-Act III Sponsor LLC, entered into Non-Redemption Agreements with certain shareholders. These agreements require the shareholders to not redeem their Class A ordinary shares and to vote in favor of extending the company’s deadline to complete a business combination from May 13, 2026 to November 13, 2026. In exchange for these commitments, the sponsor has agreed to transfer 403,720 Class A ordinary shares to the participating shareholders, conditional on the approval of the extension proposals at the upcoming shareholder meeting. The Non-Redemption Agreements are designed to increase the likelihood of the extension proposals being approved and to retain more funds in the company’s trust account. The agreements will terminate if the extension proposals are not approved, the obligations are fulfilled, the company liquidates, or the parties mutually agree to terminate. The sponsor and the company have also agreed to provide the final number of shares subject to the agreement to the investors before the meeting.

SEC 8-K•5mo ago

GPAT: 8-K · other

GP-Act III Acquisition Corp. converted 7,187,500 Class B ordinary shares into Class A ordinary shares on a one-for-one basis. The conversion was completed by the Sponsor HoldCo and three independent directors on May 1, 2026. Following the conversion, the company has approximately 35,937,500 Class A shares issued and outstanding with no Class B shares remaining. The terms of the Letter Agreement, including voting agreements and transfer restrictions, continue to apply to the newly converted Class A shares. The company noted that the conversion has no impact on the votes required to approve proposals or on the counting of votes at shareholder meetings. This action aligns the share structure ahead of a potential business combination vote.

SEC 8-K•5mo ago