Osprey Acquisition Corp. III
For the period ended Sep 30, 2026. Filed Nov 6, 2026.
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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, 2026 · Filed Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-12.
0001213900-26-088369
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-06.
0001213900-26-116962
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 35 previous paragraphs and 43 current paragraphs.
21 unchanged; 13 reworded; 9 added; 1 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 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 (9)
Current report
For the period from January 27, 2026 (inception) through September 30, 2026, we had net income of $2,189,112, which consisted of interest earned on cash and securities held in the Trust Account of $2,569,684, offset by general and administrative costs of $380,572.
Current report
For the period from January 27, 2026 (inception) through September 30, 2026, net cash used in investing activities was $300,150,000, which consisted of the investment of cash into the Trust Account.
Current report
Critical Accounting Policies
Current report
Class A Ordinary Shares Subject to Possible Redemption
Current report
We account for our ordinary shares subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Ordinary shares subject to mandatory redemption are classified as a liability instrument and measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within our control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. Our ordinary shares feature certain redemption rights that are considered to be outside of our control and subject to occurrence of uncertain future events. Accordingly, ordinary shares subject to possible redemption are presented at redemption value as temporary equity, outside of the shareholders’ deficit section of our unaudited condensed balance sheet.
Current report
Net Income (Loss) per Ordinary Share
Current report
The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” Income and losses are shared pro rata among the outstanding shares. Net income per ordinary share is computed by dividing net income by the weighted average number of ordinary shares outstanding for the period. Accretion associated with the redeemable ordinary shares is excluded from net income per ordinary share as the redemption value approximates fair value.
Current report
Recent Accounting Standards
Current report
Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on our unaudited condensed financial statements.
Removed paragraphs (1)
Previous report
For the period from January 27, 2026 (inception) through June 30, 2026, we had a net loss of $109,270, which consisted of general and administrative costs.
Reworded paragraphs (13)
Previous wording
We have neither engaged in any operations nor generated any revenues to date. Our only activities from January 27, 2026 (inception) through June 30, 2026 were organizational activities and those necessary to prepare for the Initial Public Offering, described below. We do not expect to generate any operating revenues until after the completion of our Business Combination, at the earliest. Subsequent to the Initial Public Offering, we expect to generate non-operating income in the form of interest and/or dividend income on investments held in the Trust Account. We incur expenses as a result of being a public company (for legal, financial reporting, accounting and auditing compliance), as well as for due diligence expenses.
Current wording
We have neither engaged in any operations nor generated any revenues to date. Our only activities from January 27, 2026 (inception) through September 30, 2026 were organizational activities and those necessary to prepare for the Initial Public Offering, described below, and subsequent to the Initial Public Offering, identifying a target company for a Business Combination. We do not expect to generate any operating revenues until after the completion of our Business Combination, at the earliest. We generate non-operating income in the form of interest and/or dividend income on investments held in the Trust Account. We incur expenses as a result of being a public company (for legal, financial reporting, accounting and auditing compliance), as well as for due diligence expenses.
Previous wording
For the three months ended June 30, 2026, we had a net loss of $61,672, which consisted of general and administrative costs.
Current wording
For the three months ended September 30, 2026, we had net income of $2,298,382, which consisted of interest earned on cash and securities held in the Trust Account of $2,569,684, offset by general and administrative costs of $271,302.
Previous wording
Until the consummation of the Initial Public Offering, our only source of liquidity was an initial purchase of shares of Class B ordinary shares, par value $0.0001 per share, by the Sponsor and loans from the Sponsor. As of June 30, 2026, we had $22,607 in cash and a working capital deficit of $495,412.
Current wording
Until the consummation of the Initial Public Offering, our only source of liquidity were a payment of $25,000 from the Sponsor to cover certain expenses on our behalf in exchange for the issuance of the founder shares, loans from the Sponsor under an unsecured promissory note and advances from a related party. As of September 30, 2026, we had $1,221,617 in cash and a working capital surplus of $1,237,375.
Previous wording
Subsequent to the quarterly period covered by this Quarterly Report, on July 2, 2026, we consummated the Initial Public Offering of 30,015,000 Units, which includes the full exercise by the underwriters of their over-allotment option in the amount of 3,915,000 Units, at $10.00 per Unit, generating gross proceeds of $300,150,000. Simultaneously with the closing of the Initial Public Offering, we consummated the sale of an aggregate of 747,000 Private Placement Units at a price of $10.00 per Private Placement Unit in a private placement to the Sponsor and the representative of the underwriters generating gross proceeds of $7,470,000. Of those 747,000 Private Placement Units, the Sponsor purchased 486,000 Private Placement Units and Cantor Fitzgerald & Co. purchased 261,000 Private Placement Units.
Current wording
On July 2, 2026, we consummated the Initial Public Offering of 30,015,000 Units, which includes the full exercise by the underwriters of their over-allotment option in the amount of 3,915,000 Units, at $10.00 per Unit, generating gross proceeds of $300,150,000. Simultaneously with the closing of the Initial Public Offering, we consummated the sale of an aggregate of 747,000 Private Placement Units at a price of $10.00 per Private Placement Unit in a private placement to the Sponsor and the representative of the underwriters generating gross proceeds of $7,470,000. Of those 747,000 Private Placement Units, the Sponsor purchased 486,000 Private Placement Units and Cantor Fitzgerald & Co. purchased 261,000 Private Placement Units.
Previous wording
For the period from January 27, 2026 (inception) through June 30, 2026, net cash used in operating activities was $49,100. Net loss of $109,270 was affected by payment of general and administrative costs through promissory note – related party of $7,398, payment of general and administrative costs through issuance of Class B ordinary shares of $10,000, and payment of general and administrative costs through advances from related party of $1,934. Changes in accrued expenses provided $40,838 of cash for operating activities.
Current wording
For the period from January 27, 2026 (inception) through September 30, 2026, net cash used in operating activities was $542,909. Net income of $2,189,112 was affected by payment of general and administrative costs through promissory note – related party of $7,398, payment of general and administrative costs through issuance of Class B ordinary shares of $10,000, payment of general and administrative costs through advances from related party of $1,934 and interest earned on cash and securities held in the Trust Account of $2,569,684. Changes in operating assets and liabilities used $181,669 of cash for operating activities.
Previous wording
For the period from January 27, 2026 (inception) through June 30, 2026, net cash provided by financing activities was $71,707, which consists of proceeds from promissory note – related party of $164,580, partially offset by payment of deferred offering costs of $92,873.
Current wording
For the period from January 27, 2026 (inception) through September 30, 2026, net cash provided by financing activities was $301,914,526, which consists of proceeds from sale of Units, net of underwriting discounts paid of $294,930,000, proceeds from sale of Private Placement Units of $7,470,000, proceeds from promissory note – related party of $164,580, partially offset by repayment of promissory note of $175,000, repayment of advances from related party of $1,934 and payment of deferred offering costs of $473,120.
Previous wording
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), to complete our Business Combination. To the extent that our share capital or debt is used, in whole or in part, as consideration to complete our Business Combination, the remaining proceeds held in the Trust Account will be used as working capital to finance the operations of the target business or businesses, make other acquisitions and pursue our growth strategies.
Current wording
As of September 30, 2026, we had cash and securities held in the Trust Account of $302,719,684, consisting of U.S. Treasury securities with a maturity of 185 days or less. We may withdraw interest earned on the funds held in the Trust Account for permitted withdrawals, which consist of amounts to fund our working capital requirements, subject to an annual limit of $250,000 (with an overall limit of $500,000), and to pay our taxes, other than excise taxes, if any. Permitted withdrawals may only be made from interest and not from the principal held in the Trust Account. As of September 30, 2026, we had not made any permitted withdrawals from 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), to complete our Business Combination. To the extent that our share capital or debt is used, in whole or in part, as consideration to complete our Business Combination, the remaining proceeds held in the Trust Account will be used as working capital to finance the operations of the target business or businesses, make other acquisitions and pursue our growth strategies.
Previous wording
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, plants 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, 2026, we had cash of $1,221,617. 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, plants 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.
Previous wording
Following the completion of the Initial Public Offering, we do not believe we will need to raise additional funds in order to meet the expenditures required for operating our business. However, if our estimate of the costs of identifying a target business, undertaking in-depth due diligence and negotiating a Business Combination are less than the actual amount necessary to do so, we may have insufficient funds available to operate our business prior to our Business Combination. Moreover, we may need to obtain additional financing either to complete our Business Combination or because we become obligated to redeem a significant number of our Public Shares upon consummation of our Business Combination, in which case we may issue additional securities or incur debt in connection with such Business Combination.
Current wording
We do not believe we will need to raise additional funds in order to meet the expenditures required for operating our business. However, if our estimate of the costs of identifying a target business, undertaking in-depth due diligence and negotiating a Business Combination are less than the actual amount necessary to do so, we may have insufficient funds available to operate our business prior to our Business Combination. Moreover, we may need to obtain additional financing either to complete our Business Combination or because we become obligated to redeem a significant number of our Public Shares upon consummation of our Business Combination, in which case we may issue additional securities or incur debt in connection with such Business Combination.
Previous wording
We do not have any long-term debt, capital lease obligations, operating lease obligations or long-term liabilities, other than as follows:
Current wording
We do not have any long-term debt, finance lease obligations, operating lease obligations or long-term liabilities, other than as follows:
Previous wording
Commencing on June 30, 2026, the effective date of the Initial Public Offering, the Company entered into an agreement with an affiliate of the Sponsor to pay an aggregate of $30,000 per month for office space, utilities, and secretarial and administrative support. Upon completion of an initial Business Combination or its liquidation, the Company will cease paying these monthly fees. As of June 30, 2026, no amount has been accrued for these services.
Current wording
Commencing on June 30, 2026, the effective date of the Initial Public Offering, the Company entered into an agreement with an affiliate of the Sponsor to pay an aggregate of $30,000 per month for office space, utilities, and secretarial and administrative support. Upon completion of an initial Business Combination or its liquidation, the Company will cease paying these monthly fees. As of September 30, 2026, $30,000 has been accrued for these services.
Previous wording
The Company has agreed, commencing on June 30, 2026, the effective date of the Initial Public Offering, through the earlier of the Company’s consummation of an initial Business Combination or its liquidation, to pay its Chief Financial Officer up to $12,500 per month. As of June 30, 2026, no amount has been accrued for these services.
Current wording
The Company has agreed, commencing on June 30, 2026, the effective date of the Initial Public Offering, through the earlier of the Company’s consummation of an initial Business Combination or its liquidation, to pay its Chief Financial Officer up to $12,500 per month. As of September 30, 2026, $12,500 has been accrued for these services.
Previous wording
The preparation of condensed financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and income and expenses during the periods reported. Making estimates requires management to exercise significant judgement. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could materially differ from those estimates. As of June 30, 2026, we did not have any critical accounting estimates to be disclosed.
Current wording
The preparation of condensed financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and income and expenses during the periods reported. Making estimates requires management to exercise significant judgement. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could materially differ from those estimates. As of the date of the Initial Public Offering, management used valuation to determine the fair value of the Public Warrants issued in the Initial Public Offering. We consider the valuation of the Public Warrants at the closing of the Initial Public Offering to be a critical accounting estimate. The fair value was determined using a Monte Carlo simulation model, which is considered a Level 3 fair value measurement because it relies on significant unobservable inputs. Because the Public Warrants are classified in equity and are not remeasured after issuance, the estimate affected only the initial allocation of proceeds and offering costs between the Class A ordinary shares subject to possible redemption and shareholders’ deficit, and will not affect our future results of operations.