Black Spade Acquisition III Co filed a current report on November 5, 2026, disclosing a first amendment to its Business Combination Agreement with Astrum Space Inc and Astrum Networks Pte. Ltd. that expands the eligible stock exchanges for the post-merger listing.

Key Highlights

  • Amendment signed November 5, 2026: Black Spade III, Astrum Space Inc, and Astrum Networks Pte. Ltd. entered into the First BCA Amendment on that date.
  • Listing flexibility expanded: The amendment allows the surviving company to list on either the New York Stock Exchange (including NYSE American) or the Nasdaq Stock Market LLC, as mutually agreed in writing by the parties.
  • Original agreement dated August 27, 2026: The underlying Business Combination Agreement was previously disclosed and contemplated Astrum merging with and into Black Spade III, with Black Spade III surviving the merger.
  • Three securities registered on NYSE: Class A ordinary shares (NYSE:BIII), redeemable warrants (BIIIW) each exercisable for one Class A ordinary share at $11.50, and units (BIIIU) each consisting of one Class A ordinary share and one-third of one redeemable warrant.
  • Post-merger subsidiary: Upon closing, Astrum Networks Pte. Ltd., a Singapore-incorporated wholly-owned subsidiary of Astrum, is to become a direct wholly-owned subsidiary of the surviving company.
  • Emerging growth company: Black Spade III confirmed its status as an emerging growth company under applicable securities rules.

Black Spade III and Astrum Broaden Post-Merger Exchange Options in November 2026 Amendment

Black Spade Acquisition III Co, a Cayman Islands-incorporated special purpose acquisition company headquartered in Hong Kong, disclosed a first amendment to its Business Combination Agreement involving Astrum Space Inc and its Singapore subsidiary, Astrum Networks Pte. Ltd. According to the filing, the original Business Combination Agreement was entered into on August 27, 2026, and provided for Astrum to merge with and into Black Spade III, with Black Spade III surviving as the combined entity. Astrum Networks Pte. Ltd. was to become a direct wholly-owned subsidiary of that surviving company following the merger.

The November 5, 2026 amendment, identified in the filing as the "First BCA Amendment," modifies the agreement to permit the surviving company to list on either the New York Stock Exchange, including NYSE American, or the Nasdaq Stock Market LLC, which the filing describes as including the Nasdaq Capital Market, the Nasdaq Global Market, or the Nasdaq Global Select Market. The filing states that the choice of exchange is to be "mutually agreed in writing (including by email) by Astrum and Black Spade III." Prior to this amendment, the specific listing venue had not been subject to that bilateral flexibility, according to the disclosure.

The filing noted that the description of the First BCA Amendment "is not complete and is qualified in its entirety by reference to the full text of the First BCA Amendment," which was filed as Exhibit 2.1. The document also contains forward-looking statements regarding the proposed transaction, including references to Astrum's planned NEASTAR-1 satellite development and its satellite-to-device network commercialization strategy. The filing explicitly states that those forward-looking statements "are not guarantees of future performance" and are subject to risks and uncertainties described in related regulatory filings, including a registration statement on Form F-4.

What Was Disclosed

Black Spade Acquisition III Co reported entry into a first amendment to its Business Combination Agreement with Astrum Space Inc and Astrum Networks Pte. Ltd. on November 5, 2026, expanding the permissible post-merger stock exchange listing venues to include both NYSE and Nasdaq options, subject to mutual written agreement by the parties.