Oaktree Acquisition Corp. III Life Sciences
For the period ended Sep 30, 2025. Filed Nov 13, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 13, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-12.
0001193125-25-178570
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-13.
0001193125-25-280296
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 47 previous paragraphs and 49 current paragraphs.
39 unchanged; 6 reworded; 4 added; 2 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 16 previous and 16 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (4)
Current report
On October 17, 2025, the Board appointed David A. Berry, MD, PhD, as an independent director of the Company. Dr. Berry will serve as a Class II director until his successor is duly appointed and qualified or until his earlier resignation, removal or other cessation as a director. Dr. Berry was also appointed to serve on the Board’s audit committee, nominating committee and compensation committee. In connection with Dr. Berry’s appointment, the Board determined that Dr. Berry qualified as an independent director under the listing standard of the Nasdaq Stock Market and as defined by Rule 10A-3 under the Exchange Act of 1934, as amended.
Current report
For the three months ended September 30, 2024, and the period from June 28, 2024 through September 30, 2024, we had a net loss of $48,095, which consisted of general and administrative expenses.
Current report
Liquidity, Capital Resources and Going Concern
Current report
In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standards Codification (“ASC”) 205-40, “Presentation of Financial Statements –Going Concern”, the Company has determined that it has incurred and expects to continue to incur significant costs in pursuit of its acquisition plans. The Company may need to raise additional capital through loans or additional investments from its Sponsor, shareholders, officers, directors, or third parties. The Company’s officers, directors and Sponsor may, but are not obligated to, loan the Company funds, from time to time or at any time, in whatever amount they deem reasonable in their sole discretion, to meet the Company’s working capital needs. Accordingly, the Company may not be able to obtain additional financing. If the Company is unable to raise additional capital, it may be required to take additional measures to conserve liquidity, which could include, but not necessarily be limited to, curtailing operations, suspending the pursuit of a potential transaction, and reducing overhead expenses. There is no assurance that the Company’s plans to raise additional capital will be successful. The Company has until October 25, 2026, to consummate a Business Combination. If a Business Combination is not consummated by then, the Company may, however, elect to seek to extend the Combination Period consistent with applicable laws, regulations and stock exchange rules. Such an extension requires the approval of the Company’s shareholders, who will be provided the opportunity at that time to redeem all or a portion of their Public Shares (which would likely have a material adverse effect on the amount held in the Trust Account and other adverse effects on the Company. Should a Business Combination not occur, there may be a mandatory liquidation and subsequent dissolution. Such potential liquidity constraints and mandatory liquidation condition raise substantial doubt about the Company’s ability to continue as a going concern. The condensed financial statements do not include any adjustments that might result from the outcome of these uncertainties.
Removed paragraphs (2)
Previous report
Liquidity and Capital Resources
Previous report
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The amendments in this ASU require disclosures, on an annual and interim basis, of significant segment expenses that are regularly provided to the chief operating officer decision maker (“CODM”), as well as the aggregate amount of other segment items included in the reported measure of segment profit or loss. The ASU requires that a public entity disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. Public entities will be required to provide all annual disclosures currently required by Topic 280 in interim periods, and entities with a single reportable segment are required to provide all the disclosures required by the amendments in this ASU and existing segment disclosures in Topic 280. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted.
Reworded paragraphs (6)
Previous wording
On June 3, 2025, Courtney Conigliaro notified our board of directors of her resignation as Chief Financial Officer. The resignation was effective on June 3, 2025 and Ms. Conigliaro’s resignation was not the result of any disagreements with the Board or management of the Company. On June 3, 2025, our board of directors appointed Thomas Sweeney as our new Chief Financial Officer (principal accounting and principal financial officer).
Current wording
On October 29, 2025, the Board accepted the resignation of Thomas Sweeney as Chief Financial Officer of the Company. Concurrently with Mr. Sweeney’s resignation as Chief Financial Officer of the Company, the Board appointed George A. Martinez as the new Chief Financial officer of the Company, effective as of October 29, 2025. Mr. Sweeney’s resignation was not the result of any disagreements with the Board or management of the Company and he is resigning to pursue other professional opportunities.
Previous wording
For the three months ended June 30, 2025, we had a net income of $1,874,343, which consists of interest earned on cash held in trust account of $2,144,153, offset by operating costs of $ $269,810.
Current wording
For the three months ended September 30, 2025, we had a net income of $1,966,742, which consists of interest earned on cash held in trust account of $2,192,321, offset by general and administrative expenses of $225,579.
Previous wording
For the six months ended June 30, 2025, we had a net income of $ 3,533,134, which consists of interest earned on cash held in trust account of $4,247,746, offset by operating costs of $714,612.
Current wording
For the nine months ended September 30, 2025, we had a net income of $5,499,876, which consists of interest earned on cash held in trust account of $6,440,067, offset by general and administrative expenses of $940,191.
Previous wording
For the six months ended June 30, 2025, net cash used in operating activities was $221,685. Net income of $3,533,134 was impacted by interest earned on investment securities held in trust account of $4,247,746. Changes in operating assets and liabilities provided $492,927 of cash from operating activities. For the six months ended June 30, 2025, cash flows from investing activities were $250,000.
Current wording
For the nine months ended September 30, 2025, net cash used in operating activities was $278,203. Net income of $5,499,876 was impacted by interest earned on investment securities held in trust account of $6,440,067. Changes in operating assets and liabilities provided $661,988 of cash from operating activities. For the nine months ended September 30, 2025, cash flows from investing activities were $250,000.
Previous wording
As of June 30, 2025, we had cash of $197,576,768 held in the trust account. We intend to use substantially all of the funds held in the trust account, including any amounts representing interest earned on the trust account (less permitted withdrawals and deferred underwriting commissions) to complete our business combination. To the extent that our shares or debt is used, in whole or in part, as consideration to complete an initial business combination, the remaining proceeds held in the trust account will be used as working capital to finance the operations of the post-business combination entity, make other acquisitions and pursue our growth strategies.
Current wording
As of September 30, 2025, we had cash of $199,769,089 held in the trust account. We intend to use substantially all of the funds held in the trust account, including any amounts representing interest earned on the trust account (less permitted withdrawals and deferred underwriting commissions) to complete our business combination. To the extent that our shares or debt is used, in whole or in part, as consideration to complete an initial business combination, the remaining proceeds held in the trust account will be used as working capital to finance the operations of the post-business combination entity, make other acquisitions and pursue our growth strategies.
Previous wording
As of June 30, 2025, we had cash of $1,385,359 outside of the trust account. We intend to use the funds held outside the trust account primarily to identify and evaluate target businesses, perform business due diligence on prospective target businesses, travel to and from the offices, properties or similar locations of prospective target businesses or their representatives or owners, review corporate documents and material agreements of prospective target businesses, and structure, negotiate and complete a business combination.
Current wording
As of September 30, 2025, we had cash of $1,328 ,841 outside of the trust account. We intend to use the funds held outside the trust account primarily to identify and evaluate target businesses, perform business due diligence on prospective target businesses, travel to and from the offices, properties or similar locations of prospective target businesses or their representatives or owners, review corporate documents and material agreements of prospective target businesses, and structure, negotiate and complete a business combination.