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ITHAX Acquisition III (ITHAU) SEC Filings

ITHAU NASDAQ
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ITHAX Acquisition Corp III, a Cayman Islands SPAC, reports June 30, 2026 quarter results reflecting its pre‑combination status. Total assets were $235.1 million, including $234.3 million of cash and marketable securities in the Trust Account and $0.5 million of cash outside the trust.

For the three and six months ended June 30, 2026, the company recorded net income of $1.96 million and $3.75 million, driven by interest income from Trust Account investments of $2.09 million and $4.04 million, offset by general and administrative costs of $0.12 million and $0.30 million. Class A ordinary shares subject to possible redemption totaled 23,000,000 at a redemption value of $10.19 per share.

The company reports a working capital surplus of $625,282 and deferred underwriting fees of $9.8 million. Management concludes it has sufficient liquidity to operate within one year and within the 24‑month Completion Window to seek a business combination. No material changes to prior risk factors or internal control conclusions are disclosed.

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ITHAX Acquisition Corp III, a Cayman Islands-based blank check company, reported net income of $1,783,724 for the quarter ended March 31, 2026. Results were driven by $1,959,236 of interest on cash and U.S. Treasury investments held in its Trust Account, partially offset by $175,512 of general and administrative expenses.

The company held cash and marketable securities in the Trust Account of $232,255,318 and cash outside the Trust Account of $653,598 as of March 31, 2026, with a working capital surplus of $716,665. ITHAX has not yet completed a business combination and continues to seek a target using the $230,000,000 raised in its December 2025 IPO.

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ITHAX Acquisition Corp III is a Cayman Islands-based special purpose acquisition company formed in 2025 to complete an initial business combination. It has not selected a target or begun substantive discussions. As of March 24, 2026, it had 23,000,000 Class A and 7,666,667 Class B ordinary shares outstanding.

The company aims to merge with a private business, generally with an enterprise value above $500 million, in sectors such as asset management, leisure, hospitality, travel, entertainment, gaming and lifestyle, especially those using AI and digital assets and with meaningful operations in the United States and other key regions. Management expects intense competition from other SPACs, private investors and strategic buyers, which may pressure deal terms.

The filing describes a typical SPAC structure: IPO proceeds held in a trust, shareholder redemption rights at about $10.00 per share upon a business combination or liquidation, and a requirement to complete a transaction within a defined completion window or return funds. It details how a deal must meet Nasdaq’s 80% fair market value test and be approved by independent directors. Extensive disclosure covers conflicts of interest arising from founder shares, private placement warrants and other SPACs sponsored by the same team, as well as limitations on shareholder influence since Class B holders control director elections before a business combination.

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Aristeia Capital, L.L.C. filed a Schedule 13G reporting beneficial ownership of 1,250,000 Units of ITHAX Acquisition Corp III, equal to 5.43% of this securities class. Each Unit consists of one Class A ordinary share and one-half of one redeemable warrant.

This percentage is based on 23,000,000 shares outstanding as of January 25, 2026, as disclosed in ITHAX Acquisition Corp III’s Form 10-Q. Aristeia reports sole voting and dispositive power over all 1,250,000 Units and certifies the holdings are in the ordinary course, not to change or influence control.

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Magnetar Financial LLC and related entities reported a sizable ownership position in ITHAX Acquisition Corp III. As of December 31, 2025, Magnetar Financial, Magnetar Capital Partners, Supernova Management, and David J. Snyderman were deemed to beneficially own 1,250,000 Class A ordinary shares.

These shares represent approximately 5.43% of ITHAX Acquisition Corp III’s outstanding Class A shares, based on 23,000,000 shares outstanding as of December 15, 2025. The group has shared voting and shared dispositive power over all reported shares, with no sole voting or dispositive power.

The filing states that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the company, consistent with a passive investment under Schedule 13G.

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ITHAX Acquisition Corp. III, a Cayman Islands-based blank check company, filed its quarterly report covering the period from July 3, 2025 (inception) through September 30, 2025. During this pre‑IPO period, the company focused on formation and IPO preparation and recorded a net loss of $37,638, driven by formation, general and administrative costs.

The September 30, 2025 balance sheet shows total assets of $30,900, all classified as deferred offering costs, and total liabilities of $43,538, resulting in a shareholders’ deficit of $12,638. Liquidity was provided by a non‑interest‑bearing promissory note from the sponsor of up to $300,000.

Subsequent to quarter end, on December 15, 2025, the company completed its IPO of 23,000,000 units at $10.00 per unit, generating $230,000,000 of gross proceeds, and sold 5,500,000 private placement warrants for an additional $5,500,000. A total of $230,000,000 was deposited into a trust account to fund a future business combination, while transaction costs totaled $14,211,396.

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ITHAX Acquisition Corp III reported that holders of its units can soon trade the underlying securities separately. Each unit currently trading on Nasdaq under the symbol ITHAU 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. Starting on or about January 20, 2026, investors may elect to separate the units so that the Class A shares and warrants trade independently on Nasdaq under the symbols ITHA and ITHAW, respectively. Units that are not separated will continue to trade as units under ITHAU. To separate holdings, unit owners must have their brokers contact Continental Stock Transfer & Trust Company, the company’s transfer agent.

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ITHAX Acquisition Corp III reported that one of its directors, Ioannis Tsoutsias, currently does not beneficially own any of the company’s securities. This disclosure is made as of the event date of December 11, 2025 and is documented in an initial insider ownership report for a single reporting person. The filing confirms that there are no non-derivative or derivative securities, such as shares, options, or warrants, reported as beneficially owned by this director at this time.

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ITHAX Acquisition Corp III completed its initial public offering of 23,000,000 units at $10.00 per unit, raising gross proceeds of $230,000,000. Each unit contains one Class A ordinary share and one-half of one redeemable warrant, with each whole warrant exercisable for one Class A ordinary share at $11.50 per share.

The company also sold 5,500,000 private placement warrants for $5,500,000. A total of $230,000,000, consisting of $224,500,000 from the IPO (including $9,800,000 of deferred underwriting discount) and $5,500,000 from the private placement warrants, was deposited into a U.S.-based trust account and will generally remain there until a business combination or specified shareholder redemptions, including if no deal is completed within 24 months from the IPO closing. In connection with the IPO, new directors were appointed to the board and its committees, and an amended and restated memorandum and articles of association were adopted.

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ITHAX Acquisition Corp III is launching a $200,000,000 initial public offering of 20,000,000 units at $10.00 each. Every unit includes one Class A ordinary share and one-half of a redeemable warrant, with each whole warrant exercisable at $11.50 per share after a business combination. Up to 3,000,000 additional units may be sold under an over-allotment option.

The SPAC will place $200.0 million (or $230.0 million if the over-allotment is fully exercised) into a U.S. trust account, giving public shareholders the right to redeem their shares for their pro rata trust value in connection with a business combination or certain extensions. The company has 24 months to complete a deal, targeting asset management, leisure, hospitality, travel, entertainment, gaming, lifestyle and technology-driven businesses, including those using AI and digital assets.

The sponsor bought 7,666,667 Class B founder shares for $25,000 and will purchase 3,500,000 private placement warrants, alongside 2,000,000 private placement warrants for Cantor Fitzgerald & Co., creating significant potential dilution for public investors through founder share conversion, anti-dilution adjustments, and warrant exercises.

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FAQ

How many ITHAX Acquisition III (ITHAU) SEC filings are available on StockTitan?

StockTitan tracks 11 SEC filings for ITHAX Acquisition III (ITHAU), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for ITHAX Acquisition III (ITHAU)?

The most recent SEC filing for ITHAX Acquisition III (ITHAU) was filed on August 13, 2026.