KOYN SEC filings, in plain English
Everything CSLM Digital Asset Acquisition Corp III, Ltd has filed with the SEC that we hold — 40 filings, newest first, 37 with a plain-English summary of what changed and why it matters. Every row links to the primary document on EDGAR, so you can check the source rather than trust us.
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What changed: Quarterly Report on Form 10-Q (unaudited financial statements) for a blank check company (SPAC) that is still seeking a business combination. Trust account increased to $237.4M from $233.3M (interest income). Net income of $1.5M for Q2 2026 vs loss in prior year. Accumulated deficit grew to $7.5M. Working capital fell to $1.7M from $3.0M. Disclosure controls deemed ineffective due to material weakness. No business combination or extension announced. Why it matters: First full quarter reporting after August 2025 IPO. Trust per share ~$10.32 (up from $10.14). Going concern uncertainty continues. No deal progress. Material weakness in controls flagged.
What changed vs 2026-05-14trust $235.3M → $237.4M +1%trust account, going-concern doubt, sponsor loans outstanding +11 moved · 3 with no prior record of ours
- Trust account
- $235.3M$237.4M
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $270K · unchanged
- Redeemable shares
- 23.0M · unchanged
SpacBrain reads this as $2,111,206 was added to the trust between the two filings.
The clause “Total current assets 2,587,557 3,183,288 Non-current assets Treasury Securities held in Trust Account 237,411,325 233,253,391 Prepaid expenses – non-current 11,918 49,110 Total non-current assets 237,423,243 233,302,501 Total Assets $”…
The clause …“in pursuit of its financing and acquisition plans. These conditions raise substantial doubt about the Company’s ability to continue as a going concern one year from the issuance date of the financial statements. Management plans to”…
The clause …“Public Offering and private placement. Prior to repayment, the Company had borrowed $ 270,394 , under the Promissory Note. The Company paid $ 272,716 to the Sponsor, resulting in an overpayment of $ 2,322 that was recorded as a”…
The clause “7) Class A ordinary shares, $ 0.0001 par value, 445,000,000 shares authorized, 23,000,000 shares subject to possible redemption issued and outstanding at redemption value 237,411,325 233,253,391 Shareholders’ Deficit Preference shares, $”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Schedule 13G/A beneficial ownership report filed by JPMorgan Chase & Co. concerning CSLM Digital Asset Acquisition Corp III, Ltd (KOYN). JPMorgan Chase & Co. submitted an amended Schedule 13G, indicating a revision to its previously disclosed beneficial ownership position in KOYN. The provided excerpt does not specify the updated share quantity, ownership percentage, or date of the underlying transaction. Why it matters: According to the filing, this submission does not affect the August 28, 2027 redemption deadline, extension provisions, announced deal progress, or sponsor conduct. JPMorgan Chase & Co.'s amendment reflects routine institutional portfolio adjustment or custodial activity and carries no indicated bearing on SPAC redemption mechanics, trust accounting, or target business execution.
What changed: SEC Form 425 (Rule 425 business combination communication posting an external article). The filing reproduces an article initially published by Sandmark on June 23, 2026, referencing First Digital Group Ltd. and KOYN’s previously disclosed non-binding letter of intent dated December 2, 2025. No amendments to deal conditions, redemption calendars, trust account mechanics, or sponsor commitments are introduced. Why it matters: The submission operates as a procedural maintenance step confirming negotiations continue past the December 2, 2025, LOI stage, while explicitly noting no definitive agreement has been signed. Because Rule 425 postings are not proxies or prospectuses, they do not alter existing shareholder election timelines or cash-out rights tied to whichever formal registration statement is eventually filed. Substantive assertions within the republished text—including that First Digital provides 'fully backed USD-denominated stablecoins,' operates a 'segregated trust structure,' publishes 'monthly independent attestations' for its flagship product FDUSD, and holds 'active licenses and registrations in key financial centers'—are sourced entirely to the article itself and do not independently verify current operational capacity, valuation, or transaction economics.
What changed: Form 425 communication containing a verbatim transcript of 'Vikas Mittal & The SPAC Podcast' interview regarding the pending business combination with First Digital Group Ltd. No amendments to redemption windows, trust account valuations, extension provisions, or voting deadlines are disclosed. The filing confirms continuation of a non-binding letter of intent dated December 2, 2025, between CSLM Digital Asset Acquisition Corp III, Ltd. (KOYN) and First Digital Group Ltd. It states that a Form S-4 registration statement and proxy statement will be prepared for shareholder solicitation only after a definitive agreement is executed, with no binding timeline provided. On sponsor conduct, Chief Executive Officer Vikas Mittal publicly contrasts current practices with the 2020–2021 market excess, noting that during that era approximately 75% to 90% of non-managing member capital in the risk pool was syndicated to third-party institutions, which he argues diluted sponsor alignment; he asserts that core sponsor capital should represent a majority to properly incentivize disciplined deal execution. Why it matters: While the filing alters no mechanical timelines or trust parameters, it supplies extensive qualitative disclosures regarding target selection, market sizing, and sponsor pedigree. Mittal characterizes the current environment as a 2025 renaissance driven by serial sponsors managing institutional capital, estimating that only 10% to 20% of the roughly 300 active SPACs will deliver durable public compounders. He outlines a target preference for businesses launching at $200 million to $300 million pre-money valuations that scale to $1 billion to $2 billion, citing quantum computing entities IonQ (now trading north of a twenty-five billion market cap) and Quantinuum (which completed a regular-way IPO at a seventeen, eighteen billion market cap) as evidence that SPACs accelerate public access for companies traditional markets deem premature. First Digital separately self-describes its business as a stablecoin infrastructure provider offering fully backed USD-denominated tokens, with its flagship FDUSD described as one of the world’s most traded, supported by segregated trusts and monthly independent attestations. The transcript also catalogs parallel sponsorship activities, including a December 2025 raise for a Bitcoin Infrastructure SPAC focusing on GPU-as-a-service models, a $315 million priced AI infrastructure IPO by Berto Acquisition Corp two chaired by Broadcom director Harry You, and historical references to Haymaker Acquisition’s pioneering ~$100 million PIPE for a Catterton-partnered wellness spa. All market projections, competitor valuations, and structural commentary are attributed directly to Mittal, First Digital’s corporate description, or host Michael Blankenship; KOYN maintains that First Digital’s information remains unverified and subject to standard forward-looking disclaimers.
What changed: A Rule 425 filing by CSLM Digital Asset Acquisition Corp III, Ltd (KOYN) that includes the text of a May 14, 2026 social media article by bloomingbit regarding First Digital Group Ltd, a party to a previously disclosed non-binding letter of intent with KOYN. The filing contains standard legal disclaimers, forward-looking statements, and descriptions of both companies but no definitive agreement or new deal terms. No changes to redemption deadlines, trust value, extensions, deal progress, or sponsor conduct. The filing is a routine disclosure prompted by a third-party article and reiterates that the LOI is non-binding and no definitive agreement has been reached. Why it matters: For investors tracking deal progression, this filing provides no new material information. It confirms that the potential business combination with First Digital remains preliminary. The filing also serves as a reminder of risks and the lack of assurance that a definitive agreement will be reached.
What changed: Schedule 13G/A — a routine compliance exhibit amending a beneficial ownership report filed under Section 13(d) of the Securities Exchange Act. The filing records an update to the reported stakes held by Verition Fund Management LLC and Maounis Nicholas Matthew. The provided excerpt lists only the form designation and holder names; it contains no share counts, percentage thresholds, transaction dates, or basis codes, so the exact mechanical shift from the prior filing cannot be quantified from this text. Why it matters: For a SPAC with announced deal status, amendments to beneficial ownership reports can reflect institutional positioning relative to upcoming redemption deadlines, merger vote alignments, or trust preservation expectations. This excerpt provides no data on trust balance mechanics, extension proposals, sponsor conduct, or deal progress timelines. It contains no claims attributed to executives or the company regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. No analytical figures are present in the supplied text, and therefore none are reported or calculated here.(flagged for human review)
What changed: 10-Q (Quarterly Report) filed by CSLM Digital Asset Acquisition Corp III, Ltd. for the period ended March 31, 2026, a blank-check company (SPAC) that is still searching for a target. Trust Account value grew from $233,253,391 to $235,300,119 due to $2,046,728 in interest income. Cash outside trust fell from $3,108,288 to $2,802,146. The company reported net income of $1,343,177 for the quarter versus a net loss of $31,587 in the prior-year period. Deferred underwriting commissions remain $9,200,000. A material weakness in internal controls was disclosed. The sponsor transferred $35,000 to the company, creating a due-to-related-party balance. The company also renamed itself from 'CSLM Acquisition Corp II, Ltd' to 'CSLM Digital Asset Acquisition Corp III, Ltd' on May 14, 2026. Why it matters: This is a routine quarterly financial report for a newly public SPAC that completed its IPO in August 2025. The trust per-share value has increased above $10.00 due to interest earnings, which is typical. The disclosure of a material weakness in controls is notable for investors tracking governance. No deal has been announced; the company states it has not engaged in substantive discussions with any target. The deadline to complete a business combination is August 2027 (24 months from IPO), making this early-stage reporting primarily about cash burn and trust accretion.
What changed vs 2025-11-13trust $230.9M → $235.3M +2%trust account, going-concern doubt, sponsor loans outstanding +11 moved · 3 with no prior record of ours
- Trust account
- $230.9M$235.3M
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $270K · unchanged
- Redeemable shares
- 23.0M · unchanged
SpacBrain reads this as $4,423,462 was added to the trust between the two filings.
The clause “Total current assets 2,941,363 3,183,288 Non-current assets Treasury Securities held in Trust Account 235,300,119 233,253,391 Prepaid expenses – non-current 30,616 49,110 Total non-current assets 235,330,735 233,302,501 Total Assets $”…
The clause …“in pursuit of its financing and acquisition plans. These conditions raise substantial doubt about the Company’s ability to continue as a going concern one year from the issuance date of the financial statements. Management plans to”…
The clause …“Public Offering and private placement. Prior to repayment, the Company had borrowed $ 270,394 , under the Promissory Note. The Company paid $ 272,716 to the Sponsor, resulting in an overpayment of $ 2,322 that was recorded as a”…
The clause “7) Class A ordinary shares, $ 0.0001 par value; 445,000,000 shares authorized, 23,000,000 shares subject to possible redemption issued and outstanding at redemption value 235,300,119 233,253,391 Shareholders’ Deficit Preference shares, $”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Schedule 13G/A, a routine compliance exhibit amending a beneficial ownership report filed under Section 13(d) of the Securities Exchange Act. The amended schedule identifies AQR Capital Management, LLC; AQR Capital Management Holdings, LLC; and AQR Arbitrage, LLC as reporting persons. Based solely on the provided excerpt, the filing contains no disclosure of shares acquired or disposed, percentage of outstanding shares, redemptions triggered, trust value adjustments, extension votes, merger deal progress, or sponsor conduct changes. The $10.00 per-share reference in the prompt's header is not contained in or verified by the filing text itself. Why it matters: The filing serves as a regulatory update on potential institutional concentration in CSLM Digital Asset Acquisition Corp III, Ltd. Without accompanying numeric thresholds, purpose statements, or substantive business commentary in this excerpt, it does not signal imminent shareholder action on the redemption calendar, nor does it provide information on strategic direction, technology, partnerships, litigation, customer base, or financial performance. Investors tracking the SPAC lifecycle would require subsequent filings, such as a Proxy Statement (DEF 14A), Amendment No. 1 to the Registration Statement (S-4/A), or a Trust Account maintenance report, to verify redemption deadlines, trust value mechanics, or deal execution status.
What changed: Current Report on Form 8-K attaching a Passive Foreign Investment Company (PFIC) Annual Information Statement as Exhibit 99.1. The registrant published its PFIC Annual Information Statement covering the taxable period beginning August 28, 2025 and ending December 31, 2025. According to the statement, signed on April 8, 2026 by Chief Financial Officer and Co-Chief Executive Officer Vikas Mittal, the Company reported per-share per-day ordinary earnings of $0.0011226332. The same authority confirmed there were no net capital gains per share per day, no cash distributions, and no fair market value of other property distributed during the period. This filing imposes no changes to the redemption deadline schedule, trust account valuation mechanics, extension voting windows, or the announced business combination timeline. Why it matters: For investors tracking redemptions, trust value, extensions, deal progress, and sponsor conduct, this submission carries zero mechanical weight. It is a statutory tax disclosure designed solely to help U.S. persons complete IRS Form 8621. The disclosed earnings rate reflects passive cash accumulation rather than operating performance or transaction activity, and the absence of capital gains or distributions simply confirms standard SPAC trust behavior during the holding period. While external parameters reference a $10.00 trust per share, that convention does not appear in this filing and must not be assumed; actual trust balances require separate quarterly or annual financial exhibits. The document contains no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or sponsor conduct changes. Absent any amendments to the business combination agreement or shareholder meeting notices, this week’s filings remain strictly administrative and require no adjustment to existing event calendars.
What changed: Annual Report on Form 10-K for the fiscal year ended December 31, 2025. The document confirms that on December 2, 2025, the Company and First Digital Group Ltd. announced a non-binding letter of intent for a potential business combination. No definitive agreement has been reached. The trust account held $233,253,391 at December 31, 2025 ($10.14 per public share based on 23,000,000 public shares). The deadline to complete a business combination is 24 months from the August 28, 2025 IPO closing, i.e., by August 28, 2027, unless extended by shareholder vote. Management has identified substantial doubt about the Company's ability to continue as a going concern one year from the issuance date. Why it matters: The target is now named: First Digital Group Ltd., a stablecoin and digital asset infrastructure provider. The trust value ($10.14/share) has grown slightly above the $10.00 trust floor from interest income. The 24-month deadline (August 2027) is the key redemption date if no deal closes, though extensions are possible with shareholder approval. The sponsor paid only $0.003 per share for founder shares, creating a low-cost incentive to close any deal. The Company disclosed material weaknesses in internal controls over financial reporting.
What changed: A joint filing agreement submitted alongside a Schedule 13G beneficial ownership report pursuant to Rule 13d-1(k). None regarding SPAC mechanics. The exhibit formally establishes a joint reporting arrangement between Verition Fund Management LLC and Nicholas Matthew Maounis to collectively submit Schedule 13G filings for their holdings in Class A Ordinary Shares of CSLM Digital Asset Acquisition Corp III, Ltd. It does not amend redemption schedules, trust account valuations, extension provisions, merger milestones, or sponsor oversight arrangements. Why it matters: The only substance contained is the procedural consent to file jointly, attested by signatures from William Anderson, CFO of Verition Fund Management LLC, and Nicholas Maounis, dated February 13, 2026. No corporate actions, shareholder vote dates, business combination targets, funding updates, or personnel shifts are disclosed. Because the filing serves purely as a compliance accommodation for co-beneficial owners, it offers zero signal for investors tracking cash-out windows, per-share trust economics, deal progress, or sponsor conduct.
What changed: A Schedule 13G routine compliance exhibit reporting beneficial ownership of securities. The excerpt names Glazer Capital, LLC and Paul J. Glazer as holders. It contains no disclosures, figures, or statements regarding redemption windows, trust account values, extension mechanisms, business combination status, or sponsor conduct. Why it matters: Because the filing text provides no share quantities, acquisition dates, transaction purposes, or linked exhibits, it does not indicate a change in voting power, a shift in public float, or any corporate action that would modify the stated 2027-08-28 deadline, alter redemption dynamics, or advance the merger timeline.
What changed: A Form 425 communication filed by CSLM Digital Asset Acquisition Corp III, Ltd. pursuant to Rule 425 of the Securities Act of 1933 and deemed filed under Rule 14a-12 of the Exchange Act of 1934, consisting of a verbatim transcript of the December 15, 2025 Crypto Weekly segment on CNBC Arabia, accompanied by mandatory legal disclosures, forward-looking statement disclaimers, and corporate profiles. No mechanical modifications or calendar updates are introduced. The filing confirms that KOYN and First Digital Group Ltd. continue to operate under a non-binding letter of intent dated December 2, 2025. It reiterates that a definitive agreement must be executed before KOYN or a newly formed holding company prepares a Form S-4 registration statement containing a proxy statement/prospectus. No amendments are reported regarding trust account balances, redemption windows, extension mechanisms, shareholder voting schedules, PIPE financing commitments, lock-up terms, or sponsor governance actions. Why it matters: Beyond the unchanged transaction mechanics, the filing surfaces substantive strategic and personnel claims attributed exclusively to Vincent Chok, Founder and Chief Executive Officer of First Digital. Chok characterized the proposed merger as a legitimacy milestone that would make First Digital the second stablecoin issuer to list publicly in the United States, trailing only Circle. He outlined a technology roadmap centered on agentic payments wherein AI actors execute autonomous, zero-human-touch settlements using stablecoins, specifically targeting emerging markets and unbanked users (illustrated by a scenario involving a 16-year-old developer coding algorithmic trading strategies). Chok identified machine-to-machine AML/KYC compliance as the ecosystem’s primary bottleneck, cited the GENIUS Act as supplying necessary regulatory clarity, and announced plans to build Finance District, which he defined as a digital Web3 Wall Street functioning as the payment stack for AI agents. Because these assertions originate solely from Chok during a televised media appearance and are explicitly flagged by KOYN as forward-looking and unaudited, they establish commercial direction rather than binding obligations. However, they clarify the anticipated technological focus and regulatory positioning that would form the basis of future due diligence, proxy solicitation, and use-of-proceeds disclosures once a definitive agreement and shareholder approval process commence.
What changed: Form 425 prospectus communication filing containing screenshots of social media posts and a reprinted third-party interview article regarding a proposed business combination. The filing confirms the ongoing status of a non-binding letter of intent dated December 2, 2025, between KOYN and First Digital Group Ltd. It introduces no amendments to shareholder redemption windows, does not adjust trust account payout amounts, files no request for a business combination extension, and sets no new definitive agreement or proxy vote dates. Sponsor conduct is highlighted through direct social media engagement, specifically replies posted by co-chief executive officer and chief financial officer Vikas Mittal to cryptocurrency exchange announcements. Why it matters: Though mechanically neutral, the submission carries forward-looking operational disclosures that may shape investor sentiment and redemption calculus ahead of a formal merger agreement. In an interview with Unlock Blockchain, First Digital founder and CEO Vincent Chok stated that FDUSD briefly lost its peg in April but returned to parity rapidly thanks to strong banking relationships; he reported that at its peak, FDUSD’s circulating supply exceeded $4.5 billion, whereas today it stands at less than a quarter of that level. Chok further outlined the company's technology roadmap, noting that Finance District—a platform for autonomous agent-to-agent payments built initially on BNB Chain—is already live on mainnet following a demonstration at Binance Blockchain Week earlier this month. He also confirmed exploratory regulatory talks with the Abu Dhabi Global Market (ADGM) as part of a dual-track strategy pairing U.S. public-market listing ambitions with regional digital asset licensing. KOYN explicitly notes in the filing that all information concerning First Digital was provided solely by the target company and has not been independently verified, making these metrics and strategic pivot claims unvalidated sources rather than established facts for current valuation modeling.
What changed: An amendment to a Rule 425 written communication filing submitting translated editions (Simplified Chinese, Traditional Chinese, Japanese, Korean, and Malay) of a joint press release originally issued December 2, 2025, announcing a non-binding letter of intent. The filing alters no transaction mechanics, redemption windows, trust account terms, extension provisions, or sponsor governance structures relative to the base English exhibit. It reiterates that the proposed business combination rests on a non-binding letter of intent subject to satisfactory due diligence, definitive agreement negotiation, independent board approval, shareholder authorization, regulatory clearance, and customary closing conditions. No per-share redemption price, voting record dates, or trust distribution schedules were established or updated in this submission. Why it matters: While procedural mechanics are static, the embedded press release and investor presentation deliver substantive performance metrics and risk disclosures that will anchor shareholder analysis ahead of any formal proxy statement or redemption deadline. According to representations made by First Digital Group Ltd. in the exhibited materials, the company anticipates reporting approximately AS$80-90 million in unaudited revenue for 2025. First Digital asserts that its flagship instrument, FDUSD, attained a peak market capitalization exceeding AS$4.4 billion within the opening four-month window and has cleared over AS$2 trillion in cumulative trading volume. Corporate leadership outlines a technology roadmap featuring Finance District, a decentralized financial ecosystem, and Prism, an AI-agent settlement architecture engineered to execute automated transactions and value distribution using FDUSD. The company also discloses an April 3, 2025 defamation complaint lodged in the High Court of the Hong Kong Special Administrative Region against Sun Yuchen (cited alternatively as Justin Sun). These revenue projections, liquidity metrics, product development plans, and active litigation parameters constitute the primary due diligence framework investors must evaluate when the mandatory registration statement, definitive merger timeline, and subsequent redemption deadline are filed with the SEC.
What changed: This document is an amended current report on Form 8-K (8-K/A) serving as a routine compliance exhibit filing that furnishes international-language translations of a December 2, 2025 joint press release. The original press release announced that CSLM Digital Asset Acquisition Corp III, Ltd. (KOYN) and First Digital Group Ltd. had signed a non-binding letter of intent for a proposed business combination. No changes occurred to redemption deadlines, trust distributions, extension mechanisms, or sponsor conduct. This 8-K/A exclusively adds Exhibits 99.3 through 99.7, which reproduce the identical December 2, 2025 press release in Simplified Chinese, Traditional Chinese, Japanese, Korean, and Malay. The transaction remains at the non-binding LOI stage; no definitive merger agreement has been executed, no shareholder meeting date or record date has been set, no cash-out/redemption floor has been disclosed, and no trust account amendment or warrant repricing mechanism is referenced. Why it matters: Although mechanically inert for redemption tracking, the filing transmits the target's primary commercial and legal disclosures ahead of a definitive agreement. Per the press release, First Digital founder and CEO Vincent Chok attributes the following metrics to his company: FDUSD reached a market capitalization exceeding US$1 billion within its first four months before peaking at US$4.4 billion; the network has processed more than US$2 trillion in aggregate trading volume; and the company projects approximately US$80–90 million in unaudited revenue for 2025. The document also discloses that First Digital filed a writ of summons for defamation against Sun Yuchen (also known as Justin Sun) in the High Court of the Hong Kong Special Administrative Region on April 3, 2025. Strategy and technology claims—including the upcoming launch of Finance District and the Prism AI-agent payment layer—are sourced exclusively to First Digital management. KOYN explicitly states these forward-looking assertions were provided by First Digital and have not been independently verified, and it disclaims any obligation to update them. Because no definitive agreement, proxy statement, or vote schedule is attached, SPAC shareholders cannot yet calculate redemption windows or model acquisition financing based on this amendment, but the filed projections establish the baseline valuation assumptions the target intends to push toward eventual SEC registration statements.
What changed: SEC Form 8-K filing containing a Regulation FD Disclosure via joint press release and investor presentation announcing a non-binding letter of intent for a potential business combination between CSLM Digital Asset Acquisition Corp III, Ltd and First Digital Group Ltd. Deal progress reaches the non-binding letter of intent phase with no definitive agreement, valuation, closing timeline, or binding conditions finalized. The filing explicitly states that consummation requires satisfactory due diligence, definitive agreement negotiation, board and shareholder approvals, regulatory clearances, and other customary conditions. No changes to the trust account, redemption calendar, extension provisions, or sponsor governance are disclosed. According to information provided solely by First Digital Group Ltd. and unverified by KOYN, the target claims approximately $80-$90 mm in unaudited 2025A revenue, positions its flagship stablecoin FDUSD as the #3 most-traded by exchange volume, reports >$2 tn in cumulative trading volume since launch, states FDUSD exceeded >$1 bn in market capitalization within four months of launch and reached a peak circulation of >$4.4 bn, projects stablecoins will represent a $1 tn market cap and $15 tn in payments volumes by 2030, cites Edgar Dunn estimating global agentic C2B spend at $136 B by 2025 growing to $1.7 T by 2030, references McKinsey forecasting stablecoin supply exceeding $400 B by year-end and reaching ~$2 T by 2028, details a multi-jurisdictional licensing roadmap for 2026 through 2028+, introduces executive leadership including CEO Vincent Chok, COO Gunnar Jaerv, Legal Counsel Michael Titus, CTO Janno Jaerv, and CFO Aleck Lee, discloses a writ of summons filed April 3, 2025, for defamation against Sun Yuchen in the High Court of Hong Kong, and outlines technology initiatives including the Finance District ecosystem, Prism agentic payment layer, and a 2 billion fixed-supply FDFI governance token. The XBRL cover page lists whole warrant exercise terms at $11.50 per share. Why it matters: Because the parties have only executed a non-binding letter of intent, no formal proxy statement, Form F-4, tender offer, or redemption deadline has been triggered, meaning shareholders cannot yet redeem shares and trust value remains untouched. The substantive commercial, technological, and litigation claims are entirely sourced from First Digital and carry explicit forward-looking disclaimers; they will dictate the economic terms, risk profile, and shareholder solicitation mechanics once a definitive agreement is signed and a proxy/prospectus is mailed. Investors tracking redemption windows and deal consummation should monitor subsequent filings for binding valuations, lock-up terms, trustee amendments, or scheduled shareholder meeting dates before deploying capital toward redemption strategies or pricing models.
What changed: SEC Form 8-K filed as a Rule 425 written communication containing a joint press release and an attached investor presentation announcing a non-binding letter of intent for a proposed business combination. The filing announces that CSLM Digital Asset Acquisition Corp III, Ltd. and First Digital Group Ltd. entered into a non-binding letter of intent on December 2, 2025. It does not establish a new redemption deadline, amend the trust account structure, propose an extension, or detail any changes to sponsor conduct. Because the letter of intent is non-binding and no definitive agreement has been executed, no preliminary proxy statement or prospectus has been filed. Consequently, the record date, redemption period, and tender deadline remain unset until a future Form F-4 registration statement is prepared and declared effective. Why it matters: This document formally identifies First Digital as the acquisition target and initiates the regulatory and governance timeline required for a SPAC merger. It signals that KOYN will eventually distribute a proxy statement to Class A shareholders, which will lock in the redemption mechanics, financing structure, and shareholder vote schedule. Until that next filing, holders cannot exercise redemption rights tied to a vote, and the ultimate per-share trust distribution remains contingent on whether the parties negotiate a definitive agreement, satisfy customary closing conditions, and obtain required approvals.
What changed: This document is a Schedule 13G, which operates as a routine regulatory compliance exhibit—a beneficial ownership report—filed to publicly register the aggregate securities positions held by AQR Capital Management, LLC, AQR Capital Management Holdings, LLC, and AQR Arbitrage, LLC. The submission updates the disclosed ownership posture of the three named AQR entities. The excerpt provides no share quantities, percentage thresholds, purchase prices, settlement dates, or acquisition triggers. Accordingly, it modifies no tracking parameters for the redemption calendar, trust account composition or net asset value, extension election schedules, business combination execution milestones, or sponsor governance and compensation conduct. Why it matters: In SPAC tracking workflows, Schedule 13G filings frequently surface institutional or dedicated arbitrage capital positioning that may precede tender activity, proxy solicitation, or liquidation pacing. However, because this excerpt contains zero monetary figures, zero share counts, and no attributable assertions from the sponsor, CEO, CFO, financial advisors, or third-party commentators regarding customer pipelines, revenue runs, total addressable market size, technical architecture, strategic partnerships, litigation posture, or executive turnover, there are no source-attributed data points to adjust redemption deadline models or trust reserve calculations. The filing’s analytical weight resides solely in cataloging AQR-affiliated vehicles as current reporting persons, which necessitates cross-referencing with subsequent proxy statements, 13D amendments, or issuer press releases to isolate any temporal signals regarding the announced acquisition or shareholder vote. Confidence in mechanical impact assessment is bounded by the text's structural brevity.
What changed: Quarterly report (Form 10-Q) for the period ended September 30, 2025, filed by CSLM Digital Asset Acquisition Corp III, Ltd (KOYN), a blank check SPAC that completed its IPO on August 28, 2025. The company completed its IPO on August 28, 2025, raising $230 million in trust (approx $10.04 per share after interest). As of September 30, 2025, trust value is $230,876,657. No business combination target has been identified. The company has $3.5 million in cash outside trust and working capital of $3.48 million. The company discloses a material weakness in internal controls. Sponsor transferred 20,000 founder shares to each of five directors, resulting in $559,000 compensation expense. No redemption deadlines have been triggered; the company has 24 months from IPO to complete a deal (deadline August 2027). Why it matters: This is the first quarterly report post-IPO, establishing baseline trust value per share (~$10.04) and the 24-month deadline. The absence of a target and the going concern warning highlight execution risk. The sponsor's share transfers to directors signal alignment but also immediate compensation cost. The material weakness suggests potential reporting delays. Investors should monitor for any deal announcement or extension.
What changed: A Current Report on Form 8-K disclosing two material consulting agreements and executive and board resignations and appointments effective November 10, 2025. As stated in the 8-K, the Company reports no updates to redemption deadlines, trust account composition, extension mechanisms, or deal advancement. Per the Board of Directors’ disclosure, Charles T. Cassel III resigned as Chief Executive Officer and retained his Director seat; Vikas Mittal was appointed Co-Chief Executive Officer while holding Chief Financial Officer and Chairman positions he assumed in March 2025 and April 2025; Ryan Gentry was named Co-Chief Executive Officer and Chief Investment Officer; and Jonathan M. Binder departed as a Director. The Board certified none of these movements stemmed from operational disagreements. As written in Exhibits 10.1 and 10.2, the Company contracted Mr. Gentry at $12,500 per month and Mr. Mittal at $17,500 per month, with both engagements terminating automatically upon business combination completion. As stipulated in Section 6 of each agreement, the consultants irrevocably waive any claims against the Trust Account or Public Distributions, while explicitly acknowledging that public shareholders retain full redemption rights under the prospectus. Why it matters: While lacking a merger announcement or revised shareholder vote date, the filing substantively reshapes leadership and defines concurrent obligations. According to the Company’s Item 5.02 disclosure, Mr. Mittal has served as Managing Member and Chief Investment Officer of Meteora Capital, LLC since January 2022, CFO of Berto Acquisition Corp since June 2025, joined Glazer Capital, LLC in 2005, co-founded Raymond James’ TMT investment banking practice in Palo Alto, California in 2002, and earned credentials including a 2002 University of Florida finance degree, a 2012 NYU Stern MBA, and CFA designation. Attributed to the same section, Mr. Gentry serves as Chief Executive Officer of Bitcoin Infrastructure Acquisition Corp Ltd since June 2025, previously directed Business Development at Lightning Labs from 2020 to 2025 to scale infrastructure supporting tens of billions of dollars in annualized Lightning Network volume, worked as a Lead Analyst at Multicoin Capital from 2018 to 2020, and began as a controls engineer at Intel Corporation before earning degrees from The University of Texas at Austin and the Georgia Institute of Technology. As documented in the filing, these parallel executive appointments across multiple digital asset SPACs introduce fixed monthly retainer liabilities that continue draining corporate funds until a business combination closes. No claims regarding customer concentration, projected revenues, market sizing, technology roadmaps, partnership valuations, or pending litigation appear in the 8-K. The cover page reaffirms whole warrant exercisability at an $11.50 per share strike price without amendment, leaving redemption calendar investors with unchanged mechanics but heightened awareness of concurrent sponsor commitments and monthly cash burn exposure.
What changed: A routine SEC Form 3 compliance exhibit reporting initial beneficial ownership of securities for CSLM Digital Asset Acquisition Corp III, Ltd. The filing declares that Co-CEO & CIO Gentry Ryan reported no non-derivative transactions or holdings. It contains no data adjusting redemption deadlines, trust account valuations, extension provisions, or deal completion milestones. Why it matters: Because the report explicitly states zero transaction activity or position changes, it does not alter sponsor conduct signals, merger progress indicators, or investor liquidity windows. As a baseline regulatory disclosure confirming insider registration, it carries no substantive weight for tracking redemption mechanics or business combination advancement.
What changed: A Schedule 13G joint filing agreement and Exhibit 1 executed on October 17, 2025, reporting beneficial ownership of ordinary shares, par value $0.0001 per share, in Blue Water Acquisition Corp. III, a Cayman Islands exempted company. The undersigned filers—CSLM Acquisition Sponsor II, Ltd., Charles T. Cassel III, Jonathan Binder, and Vikas Mittal—established a joint filing protocol under Rule 13d-1(k) to collectively submit their 13G statements. Each party assumed responsibility for the timeliness, accuracy, and completeness of their own disclosed information while expressly disclaiming liability for the others’ data. The agreement introduces no modifications to share counts, voting thresholds, redemption deadlines, trust account distributions, extension windows, or target acquisition status. Why it matters: For investors tracking sponsor conduct and corporate governance, the filing confirms internal coordination on SEC disclosure timing among the sponsor vehicle and three named individuals, though the execution block and body explicitly identify Blue Water Acquisition Corp. III rather than CSLM Digital Asset Acquisition Corp III (KOYN); absent a clarifying amendment, this text cannot be confirmed as governing KOYN’s specific trust mechanics or deal timeline. The document contains no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or executive appointments. Because it functions strictly as a procedural mechanism for beneficial ownership reporting, it bears no material consequence for redemption calendars, trust valuation math, or business combination progress.
What changed: Form 8-K current report and accompanying press release announcing the separate trading commencement of Class A ordinary shares and warrants following an initial public offering, alongside Nasdaq ticker symbol updates. The filing announces that starting September 19, 2025, holders may elect to trade the Class A ordinary shares and whole warrants comprising the IPO units separately under the symbols KOYN and KOYNW, while unseparated units continue as KOYNU. This administrative listing event does not alter redemption deadlines, trust distribution mechanisms, extension voting timelines, or sponsor conduct rules. According to the press release attached as Exhibit 99.1, management states the SPAC intends to focus its business combination search on entities in 'technology, financial services, or media' operating in 'Frontier Growth Markets.' The document records that the registrant consummated its IPO on August 28, 2025, issuing 23,000,000 units at $10.00 per unit to generate $230,000,000 in gross proceeds. Each whole warrant carries a $11.50 exercise price, CFO Vikas Mittal attested to the filing, and the company formerly traded as CSLM Acquisition Corp II, Ltd prior to a May 14, 2025 name change. Why it matters: This establishes post-IPO liquidity mechanics and confirms standard security separation without modifying shareholder redemption rights, trust holding conditions, or extension triggers. It supplies the exact capital raise magnitude and stated sector concentration, providing investors with a baseline for future merger announcements, warrant dilution exposure, and potential deal pacing. No trust valuation adjustments or conditional voting dates were introduced.
What changed: Form 3 initial statement of beneficial ownership filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, submitted by August Mathew, a director of CSLM Digital Asset Acquisition Corp III, Ltd, to report insider security holdings. The Form 3 states that August Mathew has no non-derivative transactions or holdings to disclose. The filing contains no references to redemption deadlines, trust account value per share, extension provisions, business combination milestones, or sponsor conduct. No data on shareholder voting rights, target acquisition status, or capital table adjustments is included. Why it matters: Investors monitoring the merger timeline, cash redemptions, or trust preservation will find no substantive updates. Because the document reflects routine regulatory reporting with zero changes to insider equity positions and no disclosure of financing or structuring terms, it carries no material implication for the trust balance, extension trigger, or pending acquisition mechanics. The filing is classified as non-material for calendar and deal-tracking purposes.
What changed: A Current Report on Form 8-K announcing the consummation of the company’s initial public offering and simultaneous private placement, accompanied by an audited balance sheet and an unqualified audit opinion containing a substantial doubt going concern qualifier. The company’s prospectus discloses that on August 28, 2025, it closed its IPO of 23,000,000 units at $10.00 per unit, raising $230,000,000 in gross proceeds. Simultaneously, the sponsor (CSLM Acquisition Sponsor II, Ltd) and underwriter representative CCM purchased 891,250 private units for $8,912,500. As reported by the company, $230,000,000 was deposited into a trust account maintained by Continental Stock Transfer & Trust Company. The filing establishes that the company has 24 months from the August 28, 2025 closing to complete an initial business combination, subjecting public shares to mandatory 100% redemption if the window expires. The company’s auditor, Elliott Davis, PLLC, states there is substantial doubt about the company’s ability to continue as a going concern due to a working capital deficiency. Management notes the sponsor will receive $30,000 monthly for administrative support and previously acquired founder shares at approximately $0.003 per share. The filing confirms no target has been selected and no substantive discussions are underway. Why it matters: Trust accounting mechanics are now fixed at $230,000,000, establishing the pool available for redemptions until a combination occurs. The 24-month completion clock starts August 28, 2025, creating a hard deadline for any extension vote to amend the memorandum and articles of association regarding redemption timing or substance. Because the sponsor and directors waived liquidating distributions from the trust for their founder and private shares, public shareholder recoveries during a liquidation would be prioritized against outside trust assets. Additionally, the underwriter’s deferred commission of $9,200,000 is explicitly tied to the percentage of funds remaining in the trust after redemptions, altering sponsor/underwriter alignment if early redemption pressure emerges. The auditor’s going concern remark and the company’s reliance on working capital loans underscore execution risk before a merger closes.
What changed: Form 4 (Statement of Changes in Beneficial Ownership) filed by an insider reporting a securities transaction. Reported by CSLM Acquisition Sponsor II, Ltd, this Form 4 discloses that the sponsor executed an open-market purchase of 575,000 shares on 2025-08-28, yielding a post-transaction holding of exactly 575,000 shares against a stated 10% ownership position. Bearing on SPAC mechanics, the filing introduces no modifications to redemption deadlines, trust account liquidity parameters, extension voting schedules, or announced business combination progress. Regarding other substantive content, the exhibit contains no statements concerning client concentrations, revenue generation, total addressable market estimates, engineering roadmaps, commercial alliances, legal proceedings, or executive staffing. All referenced quantities—including the date 2025-08-28, the acquisition volume of 575,000 shares, the trailing balance of 575,000 shares, and the 10% classification—are drawn exclusively from the provided text. Why it matters: Investors tracking redemption calendars and trust mechanics will find no procedural shifts; the existing merger timeline and public shareholder payout architecture remain governed by prior proxy and registration materials. For observers monitoring sponsor conduct, the secondary-market purchase signals direct capital deployment into common equity outside the trust vehicle, which may inform views on managerial confidence but does not contractually alter redemption rights or extension triggers. The filing functions primarily as a transparency instrument for insider trading activity rather than a catalyst for structural SPAC changes.
What changed: SEC Form 4 (Insider Ownership Report). The filing records an open-market purchase of 575,000 shares executed on 2025-08-28 by Vikas Mittal, identified in the document as director, Chairman, CFO, and 10% owner. His reported post-transaction holdings total exactly 575,000 shares. No amendments were made to redemption schedules, trust account terms, extension provisions, or merger execution timelines. Why it matters: While the Form 4 does not trigger mechanical changes to the SPAC capital structure or redemption calendar, it provides a measurable data point on insider purchasing activity. Management acquisition of public equity can indicate alignment with shareholder economics or conviction in the valuation of the pending business combination, though the filing itself attributes no strategic rationale, purchase price, or sourcing details to the transaction. The document stands as a routine compliance exhibit with direct relevance to sponsor and executive conduct tracking.
What changed: A routine compliance exhibit: a Form 4 insider ownership report. The filing discloses that Chief Executive Officer and 10% owner Charles T. Cassel III executed an open-market purchase on 2025-08-28 for 575,000 shares, bringing his reported post-transaction holding to exactly 575,000 shares. The document reports no adjustments to the public redemption deadline, trust account valuation, extension mechanisms, announced business combination terms, or sponsor voting and conduct obligations. Why it matters: While the transaction leaves all structural mechanics governing shareholder redemptions and trust distributions unchanged, the CEO’s documented acquisition of 575,000 shares at market price provides a direct data point on management capital alignment. The filing contains no information regarding target company customer concentration, historical or projected revenue, total addressable market size, proprietary technology, commercial partnerships, ongoing litigation, or personnel transitions beyond the reporting officer’s title and stated ownership tier.
What changed: A Form 4 insider ownership report disclosing a single open-market securities transaction. This document reports that Jonathan Binder (director, 10% owner) acquired 575,000 shares on 2025-08-28 via open-market purchase, leaving him with a post-transaction holding of 575,000 shares. Regarding SPAC mechanics: the filing bears no information on redemption deadlines, trust value, extensions, deal progress, or sponsor conduct. Regarding other substance: no executives, advisors, or third parties made claims in this document; it contains no attributed statements about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. All numerical data, specifically the 575,000 shares acquired and the 575,000 shares held after the transaction, appear directly in the text without computation or rounding. Why it matters: For investors tracking redemption calendars, trust distributions, extension votes, or merger timelines, this filing introduces no changes to record dates, per-share trust allocations, or voting windows. Open-market purchases by directors do not alter the cash held in the trust, nor do they constitute sponsor funding, merger consideration, or mechanical triggers for redemptions. While insider buying may privately signal conviction, it carries zero weight on the structural mechanics of SPAC completion or shareholder exit rights. Material updates to deal progress, trust valuation, or redemption terms will require subsequent merger proxy filings, amendments, or exchange notices.
What changed: Form 8-K reporting the closing of the initial public offering (IPO) of CSLM Digital Asset Acquisition Corp III, Ltd, a blank-check company. The filing includes the underwriting agreement and other related agreements. The company consummated its IPO of 23,000,000 units (including full over-allotment) at $10.00 per unit, generating gross proceeds of $230,000,000, all of which was deposited into a trust account. Simultaneously, a private placement of 891,250 units to the sponsor and underwriter raised $8,912,500. The trust account now holds $230,000,000. The company also adopted its amended and restated memorandum and articles of association and appointed a board of directors and committees. The 24-month deadline to complete a business combination begins from the closing date (August 28, 2025). Why it matters: This filing establishes the trust value at approximately $10.00 per public share and starts the clock for the SPAC to find a target. Investors should note the 24-month window (until August 2027) and the sponsor's lock-up provisions (Founder Shares locked for 6 months post-business combination, Private Placement Units locked for 30 days). The SPAC's stated focus is on digital asset and blockchain infrastructure companies in 'Frontier Growth Markets'. Key personnel include CEO Charles T. Cassel III and CFO Vik Mittal, with a board including independent directors. The underwriter is Cohen & Company Capital Markets.
What changed: 424B4 prospectus for a SPAC initial public offering. This is the final prospectus for CSLM Digital Asset Acquisition Corp III, Ltd's IPO, filed as a 424B4 after the registration statement became effective. It includes the final terms of the offering: 20,000,000 units at $10.00 per unit, each consisting of one Class A ordinary share and one-half of one redeemable warrant, with a trust of $200,000,000 ($10.00 per unit). It also discloses the private placement of 775,000 private units at $10.00 per unit, the founder shares (7,666,667 for $25,000), a 24-month deadline to complete a business combination, redemption rights, and that no target has been identified. Why it matters: This filing establishes the baseline mechanics for the SPAC: trust value of $10.00 per share, redemption rights for public shareholders, a 24-month deadline (with possible extension), and sponsor economics. It also discloses that the sponsor has a low-cost basis (founder shares at $0.003 per share) and potential conflicts of interest. The SPAC is focused on digital asset and blockchain infrastructure companies in frontier growth markets, but has not yet selected a target. Investors should note the dilution from founder shares and the sponsor's incentives.
What changed: Form 8-A filed pursuant to Section 12(b) of the Securities Exchange Act of 1934 to register Class A ordinary shares, public redeemable warrants, and units for quotation on The Nasdaq Stock Market LLC. The filing introduces no modifications to redemption windows, trust account conditions, extension voting parameters, merger deal progress, or sponsor governance rules. According to CSLM Digital Asset Acquisition Corp III, Ltd in its submission, it merely effects the Section 12(b) registration of securities already outlined in the underlying Registration Statement on Form S-1 (File No. 333-288156), originally filed on June 18, 2025. Chief Financial Officer Vikas Mittal signed the document on August 26, 2025, attesting that the exchange listing prerequisites are satisfied without altering existing contractual mechanics or public shareholder rights. Why it matters: While administrative, the registrant's filing explicitly crystallizes the public trading architecture for investors tracking KOYN. Per Item 1 of the exhibit, each unit consists of one Class A ordinary share and one-half of one redeemable warrant. The filing states that whole warrants entitle holders to purchase one Class A ordinary share at an exercise price of $11.50 per share, and notes the shares carry a par value of $0.0001. These specifications, sourced directly from the corporate record, lock in the exact equity and derivative leverage available on Nasdaq. No claims regarding customer contracts, projected revenue, total addressable market size, technology development, strategic partnerships, active litigation, or executive conduct shifts appear in the text. Accordingly, the filing serves purely as a listing confirmation anchor that preserves existing timeline expectations rather than introducing new redemption clocks or valuation catalysts.
What changed: Form 3 — insider ownership report. Filed on 2025-08-26, the report submitted by director Liew Jim Kyung Soo explicitly states there are 'No non-derivative transactions or holdings reported.' This provides no update to the merger timeline, redemption deadline, trust composition, extension parameters, or sponsor trading activity beyond confirming zero recorded equity movement by this reporting officer. Why it matters: Investors tracking the announced business combination should note that this filing functions solely as a compliance checkpoint rather than a strategic signal. Because the reporting person disclosed no purchases, sales, or existing blocks, there is no new information on redemption sentiment, liquidity demand, or management alignment that would alter expectations around the trust distribution or deal execution. The document contains no substantive claims regarding customers, revenue, market size, technology, partnerships, litigation, or personnel changes beyond the director designation.
What changed: SEC Form 3 insider ownership report. The filing identifies CSLM Acquisition Sponsor II, Ltd as a '10% owner' and explicitly states there are 'No non-derivative transactions or holdings reported,' indicating no share transfers, acquisitions, or disposals occurred during the covered period. Why it matters: Investors tracking redemption deadlines, trust value, extensions, deal progress and sponsor conduct should note that this Form 3 confirms the sponsor’s declared stake while recording zero transactional activity. Because the document attributes 'No non-derivative transactions or holdings reported' directly to the filer, the announced business combination schedule, any applicable extension provisions, and trust account liquidity remain unchanged. The submission solely establishes a regulatory baseline for insider disclosures, ensuring future Forms 4 or 5 filings can be measured against this initial position declaration. No additional claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel appear in the text.
What changed: Form 3 — routine compliance exhibit / initial statement of beneficial ownership. The filing explicitly states that reporting person Jonathan Binder executed no non-derivative transactions and holds no reported non-derivative securities. It provides no updates on redemption deadlines, trust account mechanics, extension elections, business combination progress, or sponsor conduct. Why it matters: Per the document’s own disclosure, this submission serves as a baseline insider ownership declaration rather than a record of market activity. The filing attributes a 10% ownership stake to a director while reporting zero transaction volume, meaning investors tracking redemption schedules, trust preservation, or deal financing should anticipate no mechanical shifts or signaling events from this filing. It functions as a procedural initial report rather than a catalyst for timeline adjustments or capital deployment.
What changed: Form 3 initial statement of beneficial ownership (insider ownership report). The filing designates director Armendariz Danel Calvillo as the reporting person for CSLM Digital Asset Acquisition Corp III, Ltd. and explicitly states that no non-derivative transactions or holdings were reported. There are no recorded share purchases, sales, transfers, or derivative exercises associated with the director. Why it matters: For investors monitoring redemption windows, trust value fluctuations, extension approvals, SPAC merger execution, and sponsor conduct, this filing provides no mechanical update. A Form 3 reporting zero holdings typically functions as an administrative acknowledgment following a board appointment or confirms that no post-appointment trading has occurred. It does not reflect defensive share accumulation ahead of a redemption deadline, nor does it offer evidence of sponsor commitment levels or strategic dissent. All deal timelines, trust account conditions, and shareholder vote schedules remain governed by other public disclosures. No claims regarding customers, revenue, market size, technology, partnerships, litigation, or corporate strategy appear in the document.
In plain English
Redemption deadlinethe last day to hand shares back for cash
Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.
Cash in trust / trust per sharethe cash the company is holding for each public share
Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.
Accession numberthe SEC's unique id for one filing
Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.