Black Spade Acquisition III Co filed a current report on November 5, 2026, disclosing that it entered into a first amendment to its business combination agreement with Astrum Space Inc and Astrum Networks Pte. Ltd., expanding the permitted listing venues for the surviving company after the planned merger.

Key Highlights

  • Original agreement date: The underlying Business Combination Agreement was first executed on August 27, 2026, among Black Spade Acquisition III Co, Astrum Space Inc, and Astrum Networks Pte. Ltd.
  • Amendment signed: The First BCA Amendment was entered into on November 5, 2026, by all three parties.
  • Listing flexibility added: The amendment allows the merger surviving company to list on either The New York Stock Exchange (including NYSE American) or The Nasdaq Stock Market LLC (including the Nasdaq Capital Market, Nasdaq Global Market, or Nasdaq Global Select Market), as mutually agreed in writing by Astrum and Black Spade III.
  • Merger structure unchanged: According to the filing, Astrum will merge with and into Black Spade III, with Black Spade III surviving, after which Astrum Networks Pte. Ltd. will become a direct wholly owned subsidiary of the surviving company.
  • Securities registered: Black Spade III's Class A ordinary shares trade under NYSE:BIII, its redeemable warrants under NYSE:BIIIW, and its units under NYSE:BIIIU, all on The New York Stock Exchange.
  • Registrant domicile: Black Spade Acquisition III Co is an exempted company incorporated under the laws of the Cayman Islands, with principal offices in Central, Hong Kong.

Black Spade III and Astrum Broaden Post-Merger Exchange Options

According to the filing, Black Spade Acquisition III Co (NYSE:BIII) is a Cayman Islands-incorporated special purpose acquisition company focused on completing a business combination with Astrum Space Inc, a satellite connectivity company also incorporated in the Cayman Islands. Astrum's operating subsidiary, Astrum Networks Pte. Ltd., is incorporated in Singapore and would become a direct wholly owned subsidiary of the merged entity once the transaction closes.

The filing states that the First BCA Amendment, executed November 5, 2026, modifies the original Business Combination Agreement signed August 27, 2026, specifically to expand where the surviving company may apply for listing. Under the amended terms, the parties may choose either The New York Stock Exchange (including, without limitation, NYSE American) or The Nasdaq Stock Market LLC (including the Nasdaq Capital Market, the Nasdaq Global Market, or the Nasdaq Global Select Market), with the final selection to be "mutually agreed in writing (including by email) by Astrum and Black Spade III." No other structural changes to the merger are described in this amendment.

The filing notes that Astrum is involved in the development, manufacture, launch, and commercial operation of satellites, referencing the NEASTAR-1 satellite and a planned satellite-to-device network among the subject matters of forward-looking statements contained in the document. The filing cautions that those statements are the companies' own predictions subject to risks including launch delays, satellite failures, regulatory changes, and the possibility that the business combination may not close. The full text of the First BCA Amendment is filed as Exhibit 2.1 and incorporated by reference.

What Was Disclosed

Black Spade Acquisition III Co reported entering into the First BCA Amendment on November 5, 2026, amending the August 27, 2026, Business Combination Agreement with Astrum Space Inc and Astrum Networks Pte. Ltd. to permit listing of the post-merger company on either NYSE or Nasdaq, as mutually agreed by the parties.