[SCHEDULE 13G] Black Spade Acquisition III Co Passive Investment Disclosure (>5%)
RP Investment Advisors reports 5.2% stake in BIII
RP Investment Advisors LP and affiliated funds have disclosed a significant stake in Black Spade Acquisition III Co. The group reports beneficial ownership of 900,000 Class A ordinary shares, representing 5.2% of the class, as of the event date of 02/04/2026.
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
RP Investment Advisors LP and affiliated funds have disclosed a significant stake in Black Spade Acquisition III Co. The group reports beneficial ownership of 900,000 Class A ordinary shares, representing 5.2% of the class, as of the event date of 02/04/2026.
The shares are directly held by RP Select Opportunities Master Fund Ltd., RP Debt Opportunities Fund Ltd., RP Alternative Global Bond Fund, and RP Alternative Credit Opportunities Fund, with RP Investment Advisors LP acting as investment adviser. The filers state the holdings are not for changing or influencing control of the company.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What stake does RP Investment Advisors report in Black Spade Acquisition III (BIII)?
RP Investment Advisors LP and related funds report beneficial ownership of 900,000 Class A ordinary shares of Black Spade Acquisition III Co., representing 5.2% of that share class. This filing formally discloses their position once it exceeded the 5% regulatory reporting threshold.
Which entities are included in the RP Investment Advisors Schedule 13G for BIII?
The Schedule 13G is jointly filed by RP Investment Advisors LP and four funds: RP Select Opportunities Master Fund Ltd., RP Debt Opportunities Fund Ltd., RP Alternative Global Bond Fund, and RP Alternative Credit Opportunities Fund. These funds are the record and direct beneficial owners of the reported shares.
How are voting and dispositive powers over BIII shares allocated among the RP entities?
The reporting persons indicate zero sole voting and dispositive power, and shared voting and dispositive power over the reported shares. For RP Investment Advisors LP, shared voting and dispositive power apply to 900,000 Class A ordinary shares held across the affiliated funds it advises.
What percentage of Black Spade Acquisition III does each RP fund beneficially own?
RP Select Opportunities Master Fund Ltd. reports 538,165 shares (3.1% of the class), RP Debt Opportunities Fund Ltd. 105,390 shares (0.6%), RP Alternative Global Bond Fund 206,190 shares (1.2%), and RP Alternative Credit Opportunities Fund 50,255 shares (0.3%). Together these positions total 900,000 Class A ordinary shares.
Is RP Investment Advisors seeking control of Black Spade Acquisition III with this stake?
The filers certify the securities were not acquired and are not held for the purpose or effect of changing or influencing control of Black Spade Acquisition III Co. They also state the holdings are not in connection with any transaction intended to influence control, other than specified nomination activities.
How do the RP reporting persons describe their group status in relation to BIII?
The reporting persons acknowledge they may be deemed a group regarding Black Spade Acquisition III securities for Section 13(d) or 13(g) purposes. However, they expressly state that filing this statement should not be construed as an admission they are acting as a group for acquiring or disposing of the issuer’s securities.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
BLACK SPADE ACQUISITION III CO
(Name of Issuer)
Class A ordinary shares, $0.0001 par value, included as part of the units
(Title of Class of Securities)
G1154S103
(CUSIP Number)
02/04/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
G1154S103
1
Names of Reporting Persons
RP Investment Advisors LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
CANADA (FEDERAL LEVEL)
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
900,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
900,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
900,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.2 %
12
Type of Reporting Person (See Instructions)
IA, PN, FI
SCHEDULE 13G
CUSIP No.
G1154S103
1
Names of Reporting Persons
RP Select Opportunities Master Fund Ltd.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
538,165.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
538,165.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
538,165.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
3.1 %
12
Type of Reporting Person (See Instructions)
FI
SCHEDULE 13G
CUSIP No.
G1154S103
1
Names of Reporting Persons
RP Debt Opportunities Fund Ltd.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
105,390.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
105,390.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
105,390.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0.6 %
12
Type of Reporting Person (See Instructions)
FI
SCHEDULE 13G
CUSIP No.
G1154S103
1
Names of Reporting Persons
RP Alternative Global Bond Fund
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
CANADA (FEDERAL LEVEL)
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
206,190.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
206,190.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
206,190.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
1.2 %
12
Type of Reporting Person (See Instructions)
FI
SCHEDULE 13G
CUSIP No.
G1154S103
1
Names of Reporting Persons
RP Alternative Credit Opportunities Fund
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
CANADA (FEDERAL LEVEL)
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
50,255.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
50,255.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
50,255.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0.3 %
12
Type of Reporting Person (See Instructions)
FI
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
BLACK SPADE ACQUISITION III CO
(b)
Address of issuer's principal executive offices:
THE CENTRIUM, SUITE 2902, 29/F, 60 WYNDHAM STREET, CENTRAL, Hong Kong, 00000
Item 2.
(a)
Name of person filing:
This statement is jointly filed by and on behalf of each of RP Investment Advisors LP, RP Select Opportunities Master Fund Ltd., RP Debt Opportunities Fund Ltd., RP Alternative Global Bond Fund, and RP Alternative Credit Opportunities Fund. RP Select Opportunities Master Fund Ltd., RP Debt Opportunities Fund Ltd., RP Alternative Global Bond Fund, and RP Alternative Credit Opportunities Fund (the "Funds") are the record and direct beneficial owners of the securities covered by this statement. RP Investment Advisors LP is the investment advisor of, and may be deemed to beneficially own securities owned by, the Funds.
Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, the beneficial owner of any securities covered by this statement.
Each of the reporting persons may be deemed to be a member of a group with respect to the Issuer or securities of the Issuer for the purposes of Section 13(d) or 13(g) of the Act. Each of the reporting persons declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate, or other group for the purpose of acquiring, holding, or disposing of securities of the Issuer or otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any group with respect to the Issuer or any securities of the Issuer.
(b)
Address or principal business office or, if none, residence:
The address of the principal business office of each of the reporting persons is 39 Hazelton Avenue, Toronto, Ontario, Canada, M5R 2E3.
(c)
Citizenship:
See Item 4 on the cover page(s) hereto.
(d)
Title of class of securities:
Class A ordinary shares, $0.0001 par value, included as part of the units
(e)
CUSIP No.:
G1154S103
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
See Item 9 on the cover page(s) hereto.
(b)
Percent of class:
See Item 11 on the cover page(s) hereto.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See Item 5 on the cover page(s) hereto.
(ii) Shared power to vote or to direct the vote:
See Item 6 on the cover page(s) hereto.
(iii) Sole power to dispose or to direct the disposition of:
See Item 7 on the cover page(s) hereto.
(iv) Shared power to dispose or to direct the disposition of:
See Item 8 on the cover page(s) hereto.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
RP Investment Advisors LP
Signature:
/s/ Richard Pilosof
Name/Title:
Richard Pilosof, Chief Executive Officer, RP Investment Advisors LP by its General Partner RP Investment Advisors GP Inc.
Date:
02/11/2026
RP Select Opportunities Master Fund Ltd.
Signature:
/s/ Richard Pilosof
Name/Title:
Richard Pilosof, Chief Executive Officer, RP Investment Advisors LP by its General Partner RP Investment Advisors GP Inc.
Date:
02/11/2026
RP Debt Opportunities Fund Ltd.
Signature:
/s/ Richard Pilosof
Name/Title:
Richard Pilosof, Chief Executive Officer, RP Investment Advisors LP by its General Partner RP Investment Advisors GP Inc.
Date:
02/11/2026
RP Alternative Global Bond Fund
Signature:
/s/ Richard Pilosof
Name/Title:
Richard Pilosof, Chief Executive Officer, RP Investment Advisors LP by its General Partner RP Investment Advisors GP Inc.
Date:
02/11/2026
RP Alternative Credit Opportunities Fund
Signature:
/s/ Richard Pilosof
Name/Title:
Richard Pilosof, Chief Executive Officer, RP Investment Advisors LP by its General Partner RP Investment Advisors GP Inc.
