Sponsor-linked insider at Osprey Acquisition Corp. III (OSPRU) reports major Class B and warrant holdings
Filing Impact
Filing Sentiment
Form Type
3
Rhea-AI Filing Summary
Osprey Acquisition Corp. III director and 10% owner Edward E. Cohen filed an initial ownership report showing significant indirect holdings through Osprey Acquisition Sponsor III, LLC. The sponsor holds 486,000 Class A ordinary shares underlying 486,000 units it has irrevocably committed to purchase.
The sponsor also holds warrants linked to 162,000 Class A ordinary shares, exercisable at $11.50 per share, and 10,254,000 Class B ordinary shares that are convertible into Class A ordinary shares on a one-for-one basis in connection with the company’s initial business combination. Up to 3,915,000 of the Class B shares are subject to forfeiture if the IPO underwriters do not fully exercise their over-allotment option.
Cohen reports these positions as indirect holdings and disclaims beneficial ownership beyond his pecuniary interest, while co-managing the sponsor entity that directly owns the securities.
Positive
- None.
Negative
- None.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
COHEN EDWARD E
Role
Director, 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Class B Ordinary Shares | -- | -- | -- |
| holding | Warrants | -- | -- | -- |
| holding | Class A Ordinary Shares | -- | -- | -- |
Holdings After Transaction:
Class B Ordinary Shares — 10,254,000 shares (Indirect, By Osprey Acquisition Sponsor III, LLC);
Warrants — 162,000 shares (Indirect, By Osprey Acquisition Sponsor III, LLC);
Class A Ordinary Shares — 486,000 shares (Indirect, By Osprey Acquisition Sponsor III, LLC)
Footnotes (1)
- These shares underlie 486,000 units of the issuer that Osprey Acquisition Sponsor III, LLC has irrevocably committed to purchase. The reporting person disclaims beneficial ownership of these securities, except to the extent of her pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for any other purpose. These shares are held directly by the issuer's sponsor, Osprey Acquisition Sponsor III, LLC, which is co-managed by the reporting person. The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the issuer's initial business combination, or at any time and from time to time at the option of the holder, on a one-for-one basis, subject to certain adjustments described in the issuer's charter documents and have no expiration date. The warrants will become exercisable at the later of 30 days after the consummation of the issuer's initial business combination or 12 months from the completion of the issuer's initial public offering. The warrants will expire five years after the consummation of the issuer's initial business combination or earlier upon redemption of all of the issuer's outstanding Class A ordinary shares or the issuer's liquidation. These warrants underlie 486,000 units of the issuer that Osprey Acquisition Sponsor III, LLC has irrevocably committed to purchase. Includes up to 3,915,000 shares that are subject to forfeiture in the event the underwriters of the issuer's initial public offering do not exercise in full their over-allotment option.
Key Figures
Indirect Class A shares via units: 486,000 shares
Warrants underlying Class A: 162,000 shares
Warrant exercise price: $11.50 per share
+2 more
5 metrics
Indirect Class A shares via units
486,000 shares
Class A ordinary shares underlying 486,000 units committed to purchase
Warrants underlying Class A
162,000 shares
Warrants exercisable into Class A ordinary shares
Warrant exercise price
$11.50 per share
Exercise price for warrants held by sponsor
Class B ordinary shares
10,254,000 shares
Indirectly held, convertible into Class A on a one-for-one basis
Class B shares subject to forfeiture
3,915,000 shares
Forfeiture if IPO underwriters do not fully exercise over-allotment option
Key Terms
Class B ordinary shares, warrants, initial business combination, over-allotment option, +1 more
5 terms
warrants financial
"The warrants will become exercisable at the later of 30 days after the consummation of the issuer's initial business combination"
Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.
initial business combination financial
"The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the issuer's initial business combination"
An initial business combination is the deal in which a special-purpose acquisition company (SPAC) merges with or acquires an operating business to bring that business onto public markets. Think of the SPAC as an empty shell that raises money from investors, then uses that cash to buy a private company—this transaction turns the private company into a public one and often changes its ownership, valuation, and access to capital, so investors should watch for shifts in risk, future growth prospects, and shareholder rights.
over-allotment option financial
"Includes up to 3,915,000 shares that are subject to forfeiture in the event the underwriters of the issuer's initial public offering do not exercise in full their over-allotment option"
An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.
initial public offering financial
"The warrants will become exercisable at the later of 30 days after the consummation of the issuer's initial business combination or 12 months from the completion of the issuer's initial public offering"
An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.
FAQ
What insider holdings does Osprey Acquisition Corp. III (OSPRU) report for Edward E. Cohen?
Edward E. Cohen reports indirect holdings through Osprey Acquisition Sponsor III, LLC. The sponsor holds Class A and Class B ordinary shares plus warrants, giving substantial exposure to Osprey Acquisition Corp. III’s equity structure via units and convertible founder shares.
What warrants tied to Osprey Acquisition Corp. III does the sponsor hold?
The sponsor holds warrants underlying 162,000 Class A ordinary shares at an exercise price of $11.50 per share. These warrants become exercisable after the initial business combination or 12 months after the IPO and expire five years after the business combination or earlier in certain cases.