Lakeshore Acquisition III Corp.

Overview

• Type and purpose: Cayman Islands exempted company formed on October 21, 2024 as a blank check company (SPAC) to pursue a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more target businesses.
• Geographic and industry scope: No restriction to a specific industry; intends to target opportunities in North America, South America, Europe, or Asia.
• Operational status: All activities through December 31, 2025 were organizational, pre-IPO preparations, and search and negotiation activities related to a potential initial business combination.
• Revenue model: No operating revenues are expected until after the initial business combination. Non-operating income may be earned from interest on cash and cash equivalents in the trust account.

Capital raises and funds

• IPO (May 1, 2025): Sold 6,900,000 units at $10.00 per unit, including full exercise of the underwriter’s over-allotment option; gross proceeds of $69,000,000.
• Private Placement (May 1, 2025): Sponsor purchased 280,000 private units at $10.00 per unit; gross proceeds of $2,800,000. Private placement units have transfer restrictions and are subject to certain rights.
• Trust account: As of May 1, 2025, $69,000,000 of net proceeds from the IPO and the private placement were deposited in a trust account for the benefit of public shareholders.
• Trading: As of June 23, 2025, Ordinary Shares (LCCC), Rights (LCCCR), and Units (LCCCU) trade on Nasdaq. Each right entitles the holder to receive one-sixth of an Ordinary Share upon consummation of the initial business combination.

Management, offices, and employees

• Management: Bill Chen serves as Chief Executive Officer and Chief Financial Officer. Directors include H. David Sherman, Jon M. Montgomery, and Brian Ferrier.
• Principal offices: 667 Madison Avenue, New York, NY 10065. Office space is provided under a $10,000 per month arrangement with the sponsor or an affiliate.
• Employees: No full-time employees prior to the initial business combination. The CEO/CFO and other management intend to devote the time necessary to identify and complete a transaction; exact time commitments will vary with the status of target negotiations.

Business strategy and investment criteria

• Target focus: No specific industry required; geographic focus on North America, South America, Europe, or Asia.
• Search approach: Management will identify and contact potential targets using the team’s relationships and networks, with the goal of completing a business combination and later supporting the target with governance, strategic guidance, and capital.
• Competitive strengths: Management’s operational and investment experience across multiple industries, extensive networks with founders and executives, prior SPAC experience (aggregate of four SPACs with completed business combinations), and the ability to add value through mentorship and public-market expertise.
• Investment criteria (guidelines):
  • Clear and sustainable competitive advantages.
  • High growth potential and cash flow with plans to accelerate growth through additional capital.
  • Experienced management teams that could benefit from public-market access and the sponsor’s network.
  • Attractive valuations relative to comparable public companies or industry peers.
  • Potential to benefit from public company status (access to capital and acquisition currency).
  • Willingness to adapt criteria as appropriate for a given target.
• Deviations: If a target does not meet these criteria, the company may disclose that information in shareholder communications related to the initial business combination (for example, proxy materials or tender documents).

Initial business combination framework

• Timeframe: Up to 15 months from the IPO closing (August 1, 2026) to consummate an initial business combination, with possible extensions via shareholder approval.
• Redemptions and extensions: Public shareholders may redeem their shares for cash equal to the trust value per share upon extension, subject to applicable law.
• Failure to complete a combination by the deadline: 100% redemption of public shares for a pro rata share of trust assets, followed by liquidation and dissolution, subject to taxes and fees.
• Nasdaq 80% test: Nasdaq listing rules require a minimum fair market value of 80% of the trust’s net assets at the time of entering into the initial business combination. If the board cannot independently determine fair market value, an independent valuation will be obtained. If the company is not Nasdaq-listed at the time of the deal, the 80% test may not apply.
• Post-transaction structure: The post-transaction company is intended to own 100% of the target’s equity interests or assets, although structures allowing less than 100% ownership or issuing substantial new shares to third parties may be used if necessary. For purposes of the 80% test, ownership percentage is based on the value of the acquired interest; for multi-target deals, the 80% test is calculated on the aggregate value of all targets.

Legal and regulatory considerations

• Governing law: The company is governed by its Cayman Islands memorandum and articles, the Companies Act, and Cayman Islands common law. Shareholder rights and directors’ fiduciary duties are subject to Cayman Islands law, which may differ from U.S. corporate law. There is uncertainty regarding recognition and enforcement of U.S. securities judgments in the Cayman Islands.
• Reporting status: The company qualifies as an emerging growth company under the JOBS Act and as a smaller reporting company for SEC reporting, with associated exemptions and reduced disclosure obligations available.
• Risk disclosure: As a smaller reporting company, the company is not required to include risk factors in its Form 10-K; risk factors are disclosed in the prospectus filed in connection with the IPO and may be updated in future filings.

Other information

• Competition: The company competes with other SPACs and private investors for attractive targets.
• Projected revenues: No operating revenues are expected before the initial business combination; any income prior to that would come from interest earned on funds in the trust account.
• Legal proceedings: As of the reporting date, there were no material legal proceedings against the company.

Summary: Lakeshore Acquisition III Corp. is a Cayman Islands SPAC formed to identify and complete an initial business combination with a target in North America, South America, Europe, or Asia. The company raised approximately $69 million in the IPO (plus a $2.8 million private placement), trades on Nasdaq under LCCC, LCCCR, and LCCCU, and is led by CEO/CFO Bill Chen with a board including H. David Sherman, Jon M. Montgomery, and Brian Ferrier. The company is working to identify a target, conduct due diligence, and complete a business combination by mid-2026, subject to extension and regulatory requirements.