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Oaktree Acquisition Corp. III Life Sciences

For the period ended Dec 31, 2025. Filed Mar 26, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 26, 2026

OACC$10.70-0.2%Stored close · as of Nov 5, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Balance Sheets as of December 31, 2025 and 2024

BALANCE SHEETS

December 31, 2025December 31, 2024
ASSETS
Current assets
Cash$1,434,965$1,357,044
Prepaid expenses113,275201,281
Total current assets1,548,2401,558,325
Long-term prepaid insurance—113,275
Cash held in Trust Account201,563,532193,579,022
TOTAL ASSETS203,111,772195,250,622
LIABILITIES, CLASS A ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION AND SHAREHOLDERS’ DEFICIT
Current liabilities
Accounts payable and accrued expenses501,968535,515
Accrued offering costs—179,984
Due to related party785,857—
Promissory note - related party11,82411,824
Total current liabilities1,299,649727,323
Deferred legal fees299,088299,088
Deferred underwriting fee payable6,719,6606,719,660
Total Liabilities8,318,3977,746,071
Commitments and Contingencies (Note 5)
Class A ordinary shares subject to possible redemption, $0.0001 par value; 19,199,029 issued and outstanding as of December 31, 2025 and 2024; at redemption value of $10.50 and $10.08 per share as of December 31, 2025 and 2024, respectively201,563,532193,579,022
Shareholders’ Deficit
Preference shares, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding as of December 31, 2025 and 2024——
Class A ordinary shares, $0.0001 par value; 300,000,000 shares authorized; 583,981 issued and outstanding (excluding 19,199,029 shares subject to possible redemption) as of December 31, 2025 and 20245858
Class B ordinary shares, $0.0001 par value; 30,000,000 shares authorized; 4,799,758 shares issued and outstanding as of December 31, 2025 and 2024480480
Additional paid-in capital——
Accumulated deficit(6,770,695)(6,075,009)
Total Shareholders’ Deficit(6,770,157)(6,074,471)
TOTAL LIABILITIES, CLASS A ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION AND SHAREHOLDERS’ DEFICIT$203,111,772$195,250,622

STATEMENTS OF OPERATIONS

For the Year Ended December 31,For the period from June 28, 2024 (inception) through December 31,
20252024
General and administrative expenses$1,195,687$351,806
Loss from operations(1,195,687)(351,806)
Other income:
Change in fair value of over-allotment liability—94,781
Interest earned on cash held in Trust Account8,484,5111,588,732
Total other income8,484,5111,683,513
Net income$7,288,824$1,331,707
Weighted average shares outstanding of redeemable Class A ordinary shares19,199,0296,776,020
Basic and diluted net income per share, Class A ordinary shares0.300.12
Weighted average shares outstanding of non-redeemable Class A and B ordinary shares(1)5,383,7384,701,459
Basic and diluted net income per share, non-redeemable Class A ordinary shares and Class B ordinary shares0.300.12
(1)For the period from June 28, 2024 (inception) through December 31, 2024 excluded 656,250 Class B ordinary shares subject to forfeiture if the over-allotment option was not exercised in full or in part by the underwriters (Note 5). On October 30, 2024, the underwriters closed on the partial exercise of the over-allotment option granted to the underwriters of the Initial Public Offering and purchased an additional 1,699,029 Public Units. The underwriters have forfeited their right to purchase the remaining 925,972 Public Units that they were entitled to purchase under their over-allotment option, consequently 231,492 of Class B ordinary shares were forfeited and cancelled on that date.

STATEMENTS OF CHANGES IN SHAREHOLDERS’ DEFICIT

FOR THE YEARS ENDED DECEMBER 31,2025 AND FOR THE PERIOD FROM

JUNE 28, 2024 (INCEPTION) THROUGH DECEMBER 31, 2024

Class A Ordinary Shares · Class B Ordinary Shares · Additional Paid-in Capital · Accumulated Deficit · Total Shareholders’ Deficit
Shares · Amount · Shares · Amount
Balance – June 28, 2024 (inception)—$——$—$—$—$—
Issuance of Class B ordinary shares to Sponsor——5,031,25050324,497—25,000
Sale of 550,000 private placement units583,98158——5,839,752—5,839,810
FV of Public Warrants at issuance————215,029—215,029
Forfeiture of Founder Shares——(231,492)(23)23——
Allocated value of transaction costs to Class A ordinary shares————(48,996)—(48,996)
Accretion for Class A ordinary shares subject to redemption————(6,030,305)(7,406,716)(13,437,021)
Net income—————1,331,7071,331,707
Balance – December 31, 2024583,981584,799,758480—(6,075,009)(6,074,471)
Accretion for Class A ordinary shares subject to redemption—————(7,984,510)(7,984,510)
Net income—————7,288,8247,288,824
Balance – December 31, 2025583,981584,799,758480—(6,770,695)(6,770,157)

STATEMENTS OF CASH FLOWS

For the Year Ended December 31, 2025For the period from June 28, 2024 (inception) through December 31, 2024
Cash Flows from Operating Activities:
Net income$7,288,824$1,331,707
Adjustments to reconcile net income to net cash used in operating activities:
Interest earned on cash held in Trust Account(8,484,511)(1,588,732)
Change in fair value of over-allotment liability—(94,781)
Payment of operating costs through promissory note—41,160
Changes in operating assets and liabilities:
Prepaid expenses88,005(201,281)
Long-term prepaid insurance113,275(113,275)
Accounts payable and accrued expenses(33,545)535,515
Accrued offering costs(179,984)—
Due to related party785,857—
Net cash used in operating activities(422,079)(89,687)
Cash Flows from Investing Activities:
Investment of cash in Trust Account—(191,990,290)
Cash withdrawn from Trust Account for allowable working capital purposes500,000—
Net cash provided by investing activities500,000(191,990,290)
Cash Flows from Financing Activities:
Proceeds from sale of Units, net of underwriting discounts paid—188,148,351
Proceeds from sale of Private Placement Units—5,839,810
Repayment of promissory note—related party—(551,140)
Net cash provided by financing activities—193,437,021
Net Change in Cash77,9211,357,044
Cash – Beginning of period1,357,044—
Cash – End of period$1,434,965$1,357,044
Non-cash investing and financing activities:
Offering costs included in accrued offering costs$—$179,984
Deferred offering costs paid by Sponsor in exchange for issuance of Class B ordinary shares$—$25,000
Deferred offering costs paid through promissory note – related party$—$128,893
Prepaid services contributed by Sponsor through promissory note—related party$—$392,910
Deferred underwriting fee payable$—$6,719,660
Deferred legal fee payable$—$299,088
Forfeiture of Founder Shares$—$23
ContentsView on SEC.gov

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