Welcome to our dedicated page for NewHold Investment III SEC filings (Ticker: NHIC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
NewHold Investment Corp III filings document the company’s public-reporting obligations as a blank-check issuer, including annual-report timing under Form 12b-25. The filing record identifies the company’s status as a SPAC and covers disclosure areas tied to its capital structure, periodic reporting, governance, and business-combination purpose.
NewCleo Ltd. disclosed a proposed business combination with a SPAC and merger subsidiaries and stated it will file a Registration Statement with the SEC that will include a proxy statement for the SPAC shareholders and a prospectus for registration of company securities.
The filing explains that definitive proxy/prospectus and related documents will be delivered to SPAC shareholders after the Registration Statement is declared effective and urges shareholders to read those materials when available because they will contain important information about the Proposed Business Combination.
NewCleo Ltd. said it will pursue a Nasdaq listing via a merger with a U.S. SPAC at a valuation of $2.4 billion and with potential proceeds of up to $429 million. Management cites recent U.S. government selection of NewCleo to convert excess plutonium into fuel as a major catalyst.
The CEO said an F-4 registration statement will be filed with the SEC in the coming days and that timing of the Nasdaq debut "could take a couple of months" or longer depending on the SEC review. Management reiterated a target to manufacture fuel by 2031 and bring a first operational reactor online by 2032; access to a U.S. plutonium tender of 20 tons was referenced as materially meaningful to the plan.
NewCleo Ltd. provided an employee FAQ on May 27, 2026 describing plans to file a Registration Statement on Form F-4 that will include a preliminary proxy statement of NewHold and a prospectus of newcleo in connection with a proposed business combination between NewHold and newcleo. The communication explains the Proposed Transactions will include the Business Combination, potential Private Placement Transactions, and other related transactions, and it instructs shareholders to read the preliminary and definitive proxy statement/prospectus when available.
The FAQ reiterates customary disclosures: securities to be issued will be registered only upon effectiveness of the Registration Statement, SEC/state approval has not been given, participants in the solicitation will be named in the proxy materials, and numerous forward-looking statements and risk factors apply — including financing, regulatory approvals, listing, operational and project risks. The FAQ directs recipients to obtain filed documents on www.sec.gov or from NewHold and newcleo contact addresses.
NewCleo Ltd. disclosed a proposed business combination with a SPAC and merger subsidiaries and said it intends to file a Registration Statement with the SEC that will include a proxy statement/prospectus for the SPAC shareholders to vote on the Proposed Business Combination.
The filing notes that the definitive proxy statement/prospectus and related documents will be sent to SPAC shareholders after the Registration Statement is declared effective and urges shareholders to read those documents when available.
NewCleo Ltd. disclosed a proposed business combination between the SPAC and NewCleo, and announced that it intends to file a Registration Statement with the SEC that will include a proxy statement/prospectus for SPAC shareholder voting. The filing states that definitive materials will be sent to holders after the Registration Statement is declared effective.
The disclosure emphasizes that the Form 8-K is informational only, is not an offering or solicitation, and contains forward-looking statements subject to risks. Free copies of forthcoming filings will be available at www.sec.gov and by written request to NewHold Investment Corp III at 52 Vanderbilt Avenue, Suite 2005, New York, NY 10017.
NewHold Investment Corp III entered into a Business Combination Agreement with NewCleo Ltd. to effect a series of mergers whereby NewHold will merge into NewCleo subsidiaries (the "Mergers"). The parties intend to file a Registration Statement on Form F-4 and a Proxy Statement/Prospectus in connection with the Proposed Transactions.
The filing furnishes related investor communications and media items as exhibits and lists customary forward-looking statement risk factors, including potential shareholder redemptions, financing risks, regulatory approvals and development risks for NewCleo’s advanced nuclear technology.
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 entered into a Business Combination Agreement to combine with NewCleo Ltd. The agreement contemplates a two-step merger structure, a UK-to-U.S. capital restructuring (including a redenomination and a Recapitalization tied to a $2,350,000,000 Base Equity Value) and related support arrangements.
The transaction includes a $220,000,000 PIPE at $10.00 per share, a minimum cash threshold of $200,000,000 to close, lock-up arrangements (including a 180-day post-closing restriction), sponsor vesting hurdles at $15.00 and $18.00, and various shareholder support and non-redemption agreements.
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.
NewHold Investment Corp III, a SPAC, reported net income of $704,000 for the three months ended March 31, 2026, driven by $1.854 million of interest income on its trust and operating accounts, which more than offset $1.15 million of general and administrative expenses.
Total assets were $211.9 million, almost entirely the $211.1 million held in the trust account backing 20,125,000 redeemable Class A shares at about $10.49 per share. The company had a shareholders’ deficit of $8.1 million and a working capital deficit of about $1.1 million, with only $624,000 of cash outside the trust.
Management notes substantial doubt about the company’s ability to continue as a going concern because it must complete a business combination by March 3, 2027 or liquidate, and may need additional working capital loans from the sponsor or external financing to fund ongoing costs.