Liquidation: RMG Acquisition Corp. III

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Form Type: 8-K

Filing Date: 2025-07-09

Corporate Action: Liquidation

Type: New

Accession Number: 000121390025062387

Filing Summary: On July 9, 2025, RMG Acquisition Corp. III announced the resignation of multiple directors including Catherine D. Rice, Craig Broderick, W. Thaddeus Miller, and Executive Vice President D. James Carpenter. Additionally, a Financial Advisor Agreement with Wesley Sima was terminated. Due to the inability to finalize an initial business combination within the specified time in its Fifth Amended and Restated Memorandum and Articles of Association, RMG Acquisition Corp. III plans to redeem all outstanding Class A ordinary shares from its initial public offering at approximately $10.00 per share, subsequently liquidating the company. As of July 9, 2025, the Public Shares will be deemed canceled and holders will be entitled to their redemption amount from the trust account following the delivery of their shares to the transfer agent. The Sponsor has waived its redemption rights regarding its Class B and certain Class A shares. The Company expects to complete the share redemption within ten business days post-announcement and has recommended appointing Alvarez & Marsal Cayman Islands Limited as voluntary liquidators, who are independent of the current management, to oversee the liquidating process and distribution of assets.

Additional details:

Director Officer Resignation: Catherine D. Rice, Craig Broderick, W. Thaddeus Miller, D. James Carpenter


Financial Advisor Agreement Termination: Agreement with Wesley Sima terminated


Redemption Price Per Share: approximately $10.00


Liquidators Appointed: Alvarez & Marsal Cayman Islands Limited


Status Of Public Shares: deemed canceled


Completion Of Redemption Expected Within: ten business days after July 9, 2025


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