Company Description
Texas Ventures Acquisition III Corp (TVA) is a special purpose acquisition company (SPAC) classified under shell companies in the financial services sector. According to its public disclosures, the company was formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. Its securities trade on the Nasdaq Stock Market, with units, Class A ordinary shares, and redeemable warrants listed under separate symbols.
The company completed its initial public offering of units on the Nasdaq Global Market. Each unit consists of one Class A ordinary share and one-half of one redeemable warrant, with each whole warrant exercisable for one Class A ordinary share at a specified exercise price. A portion of the proceeds from the offering and a simultaneous private placement of warrants was placed in a trust account, consistent with the typical structure of blank check companies that seek to complete a future business combination.
Business focus and target sectors
Texas Ventures Acquisition III Corp states that it may pursue an acquisition opportunity in any business, industry or geographical location. However, its primary focus is on targets in the industrial technology space. The company describes its focus as businesses implementing advanced technologies into the industrial sector, including software, mobile and Internet of Things (IoT) applications, digital and energy transition and consolidation, logistics and transportation, cloud and cyber communications, as well as high bandwidth services such as LTE, remote sensing and 5G communications.
In its offering materials, the company notes that it intends to pursue a business combination with a target that presents a significant value proposition to its customer marketplace. The characteristics it highlights include major cost reductions in the field, substantial returns on investment, a considerable decrease in carbon footprint, and improvements in safety, compliance, and environmental protocol. These stated criteria provide insight into the types of industrial technology businesses the SPAC may evaluate.
Corporate structure and SPAC characteristics
Texas Ventures Acquisition III Corp is organized as a blank check company. Like other SPACs, it raised capital in its initial public offering with the intention of identifying and completing a business combination within a defined timeframe. The company’s units, Class A ordinary shares, and redeemable warrants are registered under the Securities Exchange Act of 1934 and listed on Nasdaq, and it has indicated that public shareholders will have the opportunity to redeem their shares in connection with a proposed business combination or if no transaction is completed within the required period, subject to its governing documents and applicable law.
The company has disclosed that, in the event it fails to consummate a business combination within the time period required by its amended and restated memorandum and articles of association, steps would be taken to cease operations except for the purpose of winding up, redeem 100% of the Class A ordinary shares sold in the initial public offering, and dissolve and liquidate, subject to applicable law. This framework is consistent with the structure described in its insider and sponsor arrangements.
Sponsor transition and planned rebranding
In a Form 8-K, Texas Ventures Acquisition III Corp reported that on September 18, 2025, it entered into a Purchase Agreement with its prior sponsor, TV Partners III, LLC, and Yorkville Acquisition Sponsor II, LLC. Under this agreement, Yorkville Acquisition Sponsor II, LLC purchased Class B ordinary shares and private placement warrants from the prior sponsor for an aggregate purchase price and, upon closing, became the new sponsor of the company. As a condition to the transaction, all then-existing members of the board of directors and officers resigned, and a new board and management team designated by the new sponsor were appointed.
The company disclosed that, following the closing of this Purchase Agreement, the new sponsor became party to the existing Registration Rights Agreement through a joinder, and a new insider letter was executed with the incoming officers and directors. These arrangements address voting obligations, transfer restrictions on certain securities, and indemnification provisions between the sponsor and the company. The company also reported that, following the closing of the Purchase, it intends to do business under the name “Yorkville Acquisition II,” and, in connection with soliciting approval of its initial business combination (but not before such time), it intends to change its name to exclude the words “Texas Ventures Acquisition III.”
Regulatory filings and reporting status
Texas Ventures Acquisition III Corp files reports with the U.S. Securities and Exchange Commission. In a Form 12b-25 (Notification of Late Filing), the company reported that it required additional time to finalize disclosure regarding the Purchase Agreement with Yorkville Acquisition Sponsor II, LLC in its financial statements for a quarterly report on Form 10-Q for the period ended September 30, 2025. The company indicated that it expected to file the Form 10-Q within the five-day extension period provided under Rule 12b-25.
In that notification, the company stated that all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, or for such shorter period that it was required to file such reports, had been filed. It also indicated that it did not anticipate a significant change in results of operations from the corresponding period for the last fiscal year, as reflected in the earnings statements to be included in the subject report.
Exchange listing and security structure
According to its Form 8-K, Texas Ventures Acquisition III Corp’s securities registered under Section 12(b) of the Exchange Act include: (i) units, each consisting of one Class A ordinary share and one-half of one redeemable warrant, listed under the symbol TVACU on The Nasdaq Stock Market LLC; (ii) Class A ordinary shares, par value $0.0001 per share, listed under the symbol TVA; and (iii) redeemable warrants, each whole warrant exercisable for one Class A ordinary share at a specified exercise price, listed under the symbol TVACW. The company has indicated that it is an emerging growth company under applicable SEC rules.
The proceeds from the initial public offering and private placement were largely deposited into a trust account, with a stated per-unit amount. This trust structure is intended to protect public shareholders’ funds while the company seeks a suitable business combination. The company’s sponsor and insiders have agreed, among other things, not to redeem certain shares in connection with a business combination and not to receive liquidating distributions from the trust account with respect to specified founder shares if no business combination is completed within the required timeframe.
Position within the SPAC and industrial technology landscape
Within the broader SPAC universe, Texas Ventures Acquisition III Corp distinguishes itself by its stated focus on industrial technology businesses that integrate advanced digital and communications technologies into industrial applications. Its disclosures emphasize potential targets that can drive cost efficiencies, improved returns on investment, and enhancements in environmental and safety performance for their customers. While the company may evaluate opportunities across sectors and geographies, this industrial technology orientation provides a thematic lens for its search for a business combination partner.
Investors and observers reviewing TVA stock typically focus on the company’s progress toward identifying and completing a business combination, the terms of any proposed transaction, and the protections and rights afforded to public shareholders through its trust account and governance arrangements. The sponsor transition to Yorkville Acquisition Sponsor II, LLC and the planned rebranding to Yorkville Acquisition II are also notable elements of the company’s corporate evolution as disclosed in its SEC filings.