Every 8-K that NewHold Investment Corp III (NHIC) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow NHIC and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full NHIC filings page.
NewHold Investment Corp. III (NHIC) reported that shareholders approved its business combination with newcleo plc at an extraordinary general meeting held on September 17, 2026. Of 27,612,763 ordinary shares entitled to vote as of August 7, 2026, 21,272,849 shares, or 77.04%, were represented in person or by proxy.
Shareholders approved the Business Combination Proposal to enter into and adopt the Business Combination Agreement among NewHold, newcleo and two newcleo subsidiaries, under which NewHold will undergo a two-step merger structure and become an indirect wholly owned subsidiary of newcleo. The proposal received 19,986,437 votes for, 1,286,410 against and 2 abstentions. A related Merger Proposal was also approved, with 19,986,439 votes for and 1,286,410 against. NewHold disclosed that closing of the Business Combination is anticipated on or about September 21, 2026, subject to customary conditions, after which the combined company is expected to operate as newcleo plc with its common stock and warrants trading on Nasdaq under the symbols “NWCL” and “NWCLW.”
NewHold Investment Corp. III (NHIC) announced a prepaid share forward arrangement tied to its proposed business combination with newcleo. NewHold and newcleo entered into a Forward Purchase Agreement with an unaffiliated stockholder, under which the investor intends to buy up to 7,000,000 Class A shares ("Recycled Shares") in the market or from its existing holdings and irrevocably waive redemption rights on these shares.
At closing of the business combination, NewHold will pay the investor a Prepayment Amount equal to the number of covered shares times the per-share redemption price from the trust account, which NewHold estimates at $10.65 per share based on the September 9, 2026 balance. The transaction matures on the earliest of 24 months after closing, a date chosen by the combined company once a resale registration is effective, or a date chosen by the investor, with settlement in shares or cash depending on newcleo shareholder approval and distributable reserves.
The agreement prohibits the investor from short sales or maintaining a net short position, requires waiver of all redemption rights on participating shares, and is structured to comply with tender offer rules, including Rule 14e-5. NewHold states the purpose is to potentially increase cash available to the combined company, notes that the seller held less than 5% of shares before the agreement, and reports that no redemption requests had been received as of this disclosure.
NewHold Investment Corp III, a SPAC listed on Nasdaq, describes its previously announced planned business combination with NewCleo Ltd., a UK-based company developing advanced modular lead-cooled fast reactors and mixed-oxide nuclear fuel from reprocessed materials. The structure uses a two-step merger in which NewHold ultimately becomes a wholly owned subsidiary of NewCleo. NewHold and NewCleo plan to file a Registration Statement on Form F-4 containing a joint Proxy Statement/Prospectus for NewHold shareholders to vote on the transaction and related private placement transactions, if any. The filing also furnishes an investor email, a Wall Street Journal article, and several LinkedIn posts about the deal, and includes extensive forward-looking statements and risk disclosures highlighting regulatory, financing, technology development, listing and redemption-related uncertainties.
NewHold Investment Corp III announced a definitive business combination agreement to merge with UK-based nuclear technology developer newcleo, taking it public on Nasdaq under the symbol “NWCL.” The deal values newcleo at about $2.4 billion pre‑money.
The transaction is expected to provide up to $429 million in gross proceeds from a $220 million PIPE at $10.00 per share and up to $209 million of trust cash, before redemptions and expenses. Closing conditions include at least $200 million in total cash proceeds and net tangible assets of at least $5,000,001, plus shareholder and regulatory approvals.
newcleo develops advanced lead‑cooled fast reactors using mixed‑oxide fuel from reprocessed nuclear materials. It reported about $80 million of 2024 revenue, other income and financial income, has raised approximately $780 million since 2021, employs over 900 people, and is targeting a project pipeline of roughly 9.2 GW of opportunities.