Core Viewpoint - Terra Innovatum has signed a memorandum of understanding with Conuar for the supply of critical components for its SOLO micro-modular nuclear reactor, marking a strategic partnership aimed at enhancing the global supply chain and entering the Latin American market [1][3][4] Company Overview - Terra Innovatum is focused on developing micro-modular nuclear reactors, specifically the SOLO reactor, which aims to provide scalable, affordable, and deployable nuclear power solutions [6][7] - Conuar is a leading Argentinean supplier with over 40 years of experience in nuclear systems, components, and fuel, having produced all nuclear fuel used in Argentina [5][6] Partnership Details - The MOU includes collaboration on pilot programs to evaluate the supply of coolant tubs, control rod mechanisms, fuel rods, and other critical components [5][4] - The partnership aims to develop a supply chain hub and assembly lines in South America to enhance production capabilities and serve local markets [4][5] Market Potential - The SOLO reactor is designed to address global energy shortages and is expected to be available globally within the next three years, leveraging readily available commercial components [8][9] - SOLO will provide CO2-free, off-grid power solutions for various applications, including data centers, remote towns, and industrial operations in sectors like cement production and mining [9][8] Strategic Goals - The collaboration aims to deliver clean, reliable energy to emerging markets, particularly in regions with limited infrastructure, by utilizing SOLO's off-grid capabilities [3][4] - The partnership is positioned to accelerate the deployment of advanced nuclear technologies and contribute to sustainable energy solutions for future generations [3][5]

Core Viewpoint - The announcement highlights the upcoming extraordinary general meeting of shareholders for GSR III Acquisition Corp. to approve the business combination with Terra Innovatum, a developer of micro-modular nuclear reactors, following the SEC's declaration of the effectiveness of the registration statement [1][2][3]. Company Overview - Terra Innovatum is focused on making nuclear power accessible through scalable and affordable micro-reactor solutions, aiming to deliver low-cost, zero-carbon, and reliable energy [2][9]. - The company has made significant progress in its commercialization efforts, including signing MOUs for major nuclear components, selecting a deployment site, and generating customer interest [2][11]. Business Combination Details - The extraordinary general meeting is scheduled for October 7, 2025, where GSRT shareholders will vote on the proposed business combination with Terra Innovatum [3][5]. - The GSRT Board of Directors recommends shareholders vote "FOR" the transaction proposal and other related proposals [4][7]. Product and Technology - Terra Innovatum's SOLO™ micro-modular reactor is designed to provide efficient, safe, and environmentally conscious energy solutions, addressing global energy shortages [10][12]. - The SOLO™ reactor is engineered to be market-ready, utilizing readily available components and a proven licensing path to ensure rapid deployment and cost predictability [11][12]. Market Applications - The SOLO™ reactor can serve various applications, including CO2-free power solutions for data centers, remote towns, and large-scale industrial operations, as well as producing radioisotopes for medical applications [12][10].

[Part I. Financial Information](index=4&type=section&id=Part%20I.%20Financial%20Information) This part presents the company's unaudited financial statements, management's discussion and analysis, market risk disclosures, and controls and procedures [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited financial statements, including balance sheets, statements of operations, changes in stockholders' deficit, and cash flows, for the periods ended June 30, 2025, and December 31, 2024, along with detailed notes explaining the company's financial position, performance, and accounting policies [Balance Sheets](index=4&type=section&id=Balance%20Sheets%20as%20of%20June%2030%2C%202025%20and%20December%2031%2C%202024%20(Unaudited)) Presents the company's financial position, including assets, liabilities, and equity, as of June 30, 2025, and December 31, 2024 Balance Sheet Highlights | Metric | June 30, 2025 | December 31, 2024 | | :-------------------------------- | :------------ | :---------------- | | Total Assets | $237,235,415 | $233,347,974 | | Cash and investments held in trust account | $236,273,249 | $231,412,096 | | Total Liabilities | $10,071,120 | $9,249,529 | | Accumulated Deficit | $(9,109,571) | $(7,314,268) | [Statements of Operations](index=5&type=section&id=Statements%20of%20Operations%20for%20the%20three%20and%20six%20months%20ended%20June%2030%2C%202025%20and%202024%20(Unaudited)) Details the company's revenues, expenses, and net income or loss for the three and six months ended June 30, 2025, and 2024 Net Income (Loss) and Key Income Components | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | General and administrative expenses | $535,072 | $30,425 | $1,795,337 | $30,425 | | Interest and dividends earned on investments in trust account | $2,437,888 | $- | $4,861,153 | $- | | Net income (loss) | $1,902,830 | $(30,425) | $3,065,850 | $(30,425) | | Basic and diluted net income (loss) per share, redeemable ordinary shares | $0.07 | $- | $0.11 | $- | [Statements of Changes in Stockholders' (Deficit) Equity](index=6&type=section&id=Statements%20of%20Changes%20in%20Stockholders'%20(Deficit)%20Equity%20for%20the%20three%20and%20six%20months%20ended%20June%2030%2C%202025%20and%202024%20(Unaudited)) Outlines the changes in stockholders' deficit, reflecting net income/loss and other equity adjustments for the specified periods Changes in Shareholders' Deficit (Six Months Ended June 30, 2025) | Item | Amount | | :------------------------------------------------- | :------------- | | Balance - December 31, 2024 | $(7,313,651) | | Subsequent measurement of ordinary shares subject to possible redemption | $(4,861,153) | | Net income | $3,065,850 | | Balance - June 30, 2025 | $(9,108,954) | Changes in Shareholders' Equity (Deficit) (Six Months Ended June 30, 2024) | Item | Amount | | :------------------------------------------------- | :------------- | | Balance – December 31, 2023 | $8,502 | | Net loss | $(46,923) | | Balance – June 30, 2024 | $(21,923) | [Statements of Cash Flows](index=8&type=section&id=Statements%20of%20Cash%20Flows%20for%20the%20six%20months%20ended%20June%2030%2C%202025%20and%202024%20(Unaudited)) Reports the cash inflows and outflows from operating, investing, and financing activities for the six months ended June 30, 2025, and 2024 Cash Flows from Operating Activities (Six Months Ended June 30) | Metric | 2025 | 2024 | | :------------------------------------------------- | :----------- | :--- | | Net income (loss) | $3,065,850 | $(30,425) | | Interest and dividends earned on investments held in trust account (adjustment) | $(4,861,153) | $- | | Net cash used in operating activities | $(924,906) | $- | | Cash - end of the period | $862,127 | $- | [Notes to Financial Statements](index=9&type=section&id=Notes%20to%20Financial%20Statements%20(Unaudited)) Provides detailed explanations of the company's accounting policies, significant transactions, and financial statement line items [NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS](index=9&type=section&id=NOTE%201.%20DESCRIPTION%20OF%20ORGANIZATION%20AND%20BUSINESS%20OPERATIONS) Describes the company's formation as a blank check company, its business combination purpose, and the agreement with Terra Innovatum - **GSR III Acquisition Corp.** is a **blank check company** incorporated on **May 10, 2023**, for the purpose of effecting a **business combination**[24](index=24&type=chunk) - On **April 21, 2025**, the Company entered into a **business combination agreement** with Terra Innovatum s.r.l., an Italian limited liability company[26](index=26&type=chunk) Financing Overview | Event | Date | Gross Proceeds | | :-------------------- | :----------- | :------------- | | Initial Public Offering | Nov 8, 2024 | $230,000,000 | | Private Placement | Nov 8, 2024 | $4,225,000 | | Trust Account Deposit | Post-IPO | $230,000,000 | - The company's mandatory liquidation risk and liquidity issues raise substantial doubt about its ability to continue as a **going concern** if a **Business Combination** is not completed[37](index=37&type=chunk)[38](index=38&type=chunk) [NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES](index=12&type=section&id=NOTE%202.%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES) Outlines the key accounting principles and policies applied in the preparation of the financial statements - The financial statements are presented in conformity with GAAP and SEC rules, with certain information condensed or omitted for interim reporting[41](index=41&type=chunk)[42](index=42&type=chunk) - The Company is an '**emerging growth company**' and has elected not to opt out of the extended transition period for complying with new or revised financial accounting standards[43](index=43&type=chunk)[44](index=44&type=chunk) Cash and Investments Held in Trust Account | Date | Amount | | :---------------- | :------------- | | June 30, 2025 | $236,273,249 | | December 31, 2024 | $231,412,096 | - **Class A ordinary shares** subject to possible redemption are classified outside of permanent equity, with changes in redemption value recognized immediately[57](index=57&type=chunk) [NOTE 3. INITIAL PUBLIC OFFERING](index=16&type=section&id=NOTE%203.%20INITIAL%20PUBLIC%20OFFERING) Details the gross proceeds and unit sales from the company's initial public offering - The Company sold **23,000,000** Units (including over-allotment) at **$10.00** per Unit, generating **gross proceeds** of **$230,000,000**, which were placed in the **Trust Account**[64](index=64&type=chunk) [NOTE 4. PRIVATE PLACEMENT](index=16&type=section&id=NOTE%204.%20PRIVATE%20PLACEMENT) Describes the concurrent private placement of units to the Sponsor and the proceeds generated - Simultaneously with the **IPO**, **422,500** **Private Placement Units** were sold to the **Sponsor** at **$10.00** per unit, generating total proceeds of **$4,225,000**[65](index=65&type=chunk) [NOTE 5. RELATED PARTY TRANSACTIONS](index=16&type=section&id=NOTE%205.%20RELATED%20PARTY%20TRANSACTIONS) Summarizes transactions and agreements with related parties, including the Sponsor and management - The **Sponsor** paid **$25,000** for **5,750,000** **Class B ordinary shares** (**Founder Shares**)[67](index=67&type=chunk) - **Founder Shares** were transferred to independent directors (**30,000** shares) and a management team member (**225,000** shares) at **$0.004348** per share[68](index=68&type=chunk)[69](index=69&type=chunk) Administrative Services Fees Incurred (2025) | Period | Amount | | :---------------------- | :------------- | | Three months ended June 30 | $166,668 | | Six months ended June 30 | $333,336 | - A promissory note from the **Sponsor** for up to **$300,000** was fully repaid by **November 8, 2024**[73](index=73&type=chunk) [NOTE 6. COMMITMENTS AND CONTINGENCIES](index=18&type=section&id=NOTE%206.%20COMMITMENTS%20AND%20CONTINGENCIES) Identifies the company's contractual commitments and potential contingent liabilities - Holders of **Founder Shares** and **Private Placement Units** have registration rights, subject to lock-up periods, to require the Company to register their securities[75](index=75&type=chunk) [NOTE 7. SHAREHOLDERS' DEFICIT](index=18&type=section&id=NOTE%207.%20SHAREHOLDERS'%20DEFICIT) Provides details on the composition of shareholders' deficit, including ordinary shares and rights - As of **June 30, 2025**, there were **422,500** **Class A ordinary shares** issued and outstanding (excluding **23,000,000** subject to redemption) and **5,750,000** **Class B ordinary shares** issued and outstanding[77](index=77&type=chunk)[78](index=78&type=chunk) - **Class B ordinary shares**, held by the **Sponsor**, have the right to appoint directors and convert into **Class A ordinary shares** upon a **business combination**[79](index=79&type=chunk)[80](index=80&type=chunk) - **3,285,714** **public rights** and **60,357** **private rights** were issued, entitling holders to one **Class A ordinary share** upon **business combination**, but expire worthless if no combination occurs[81](index=81&type=chunk)[82](index=82&type=chunk) [NOTE 8. FAIR VALUE MEASUREMENTS](index=19&type=section&id=NOTE%208.%20FAIR%20VALUE%20MEASUREMENTS) Explains the fair value hierarchy and measurement of financial assets and liabilities - The Company uses a three-tier fair value hierarchy (Level 1, 2, 3) for financial assets and liabilities[51](index=51&type=chunk)[53](index=53&type=chunk) Fair Value of Cash and Investments Held in Trust Account (Level 1) | Date | Amount | | :---------------- | :------------- | | June 30, 2025 | $236,273,249 | | December 31, 2024 | $231,412,096 | [NOTE 9. SEGMENT INFORMATION](index=20&type=section&id=NOTE%209.%20SEGMENT%20INFORMATION) States that the company operates as a single segment and identifies key performance measures reviewed by management - The Company operates as a single **operating segment**, with Co-Chief Executive Officers as the chief operating decision makers[88](index=88&type=chunk) - Key measures reviewed by CODM include interest and dividends earned on **trust account** and formation/operational costs[90](index=90&type=chunk) [NOTE 10. SUBSEQUENT EVENTS](index=20&type=section&id=NOTE%2010.%20SUBSEQUENT%20EVENTS) Confirms no material subsequent events requiring disclosure or adjustment were identified - No subsequent events requiring adjustment or disclosure were identified up to the date the financial statements were issued[91](index=91&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=21&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides an overview of **GSR III Acquisition Corp.** as a **blank check company**, its **IPO** and **private placement**, and the ongoing search for a **business combination**, including the recently signed agreement with Terra Innovatum. It discusses the company's liquidity, capital resources, and the significant **going concern** risk due to its nature as a **SPAC**. Financial results show **net income** for the current period driven by **trust account** interest, contrasting with a prior year loss [Overview](index=21&type=section&id=Overview) Provides a general description of the company's nature as a blank check company and its operational status - **GSR III Acquisition Corp.** is a **blank check company** incorporated on **May 10, 2023**, for the purpose of effecting a **business combination**[94](index=94&type=chunk) - As of **June 30, 2025**, the company had not yet commenced operations and generates non-operating income from its **Trust Account**[95](index=95&type=chunk) [Initial Public Offering and Private Placement](index=21&type=section&id=Initial%20Public%20Offering%20and%20Private%20Placement) Recaps the details of the company's IPO and concurrent private placement, including proceeds and extension requirements - The **Initial Public Offering** was consummated on **November 8, 2024**, generating **gross proceeds** of **$230,000,000** from **23,000,000** units[96](index=96&type=chunk) - A concurrent **Private Placement** generated **$4,225,000** from **422,500** units sold to the **Sponsor**[97](index=97&type=chunk) - Extending the **business combination** period beyond **21** months requires a special resolution (two-thirds shareholder approval) and offers public shareholders redemption rights[98](index=98&type=chunk) [Business Combination Agreement](index=22&type=section&id=Business%20Combination%20Agreement) Details the agreement to combine with Terra Innovatum s.r.l., leading to the company becoming a subsidiary of Pubco - On **April 21, 2025**, the Company entered into a **business combination agreement** with Terra Innovatum s.r.l., which will result in the Company becoming a wholly owned subsidiary of a Dutch public limited liability company (Pubco)[99](index=99&type=chunk) [Liquidity and Capital Resources](index=22&type=section&id=Liquidity%20and%20Capital%20Resources) Discusses the company's cash position, operating cash flows, and potential needs for additional financing Cash Held Outside Trust Account | Date | Amount | | :---------------- | :----------- | | June 30, 2025 | $862,127 | | December 31, 2024 | $1,787,033 | - Cash used in **operating activities** was **$924,906** for the six months ended **June 30, 2025**, compared to zero in the prior year[101](index=101&type=chunk) - The company intends to use substantially all **net proceeds** from the **IPO** and **trust account** funds to acquire a target business and cover related expenses[102](index=102&type=chunk) - Additional financing may be required to consummate a **business combination** or if a significant number of public shares are redeemed[104](index=104&type=chunk) [Going Concern Consideration](index=23&type=section&id=Going%20Concern%20Consideration) Addresses the substantial doubt about the company's ability to continue as a going concern without a completed business combination - Mandatory liquidation and liquidity issues raise substantial doubt about the Company's ability to continue as a **going concern** if a **Business Combination** is not completed[105](index=105&type=chunk) Financial Position (June 30, 2025) | Metric | Amount | | :---------------------- | :----------- | | Operating bank account | $862,127 | | Working capital | $91,046 | - Management plans to complete a **Business Combination** before the mandatory liquidation date and anticipates sufficient liquidity, though no assurance can be given[107](index=107&type=chunk) [Results of Operations](index=23&type=section&id=Results%20of%20Operations) Analyzes the company's financial performance, highlighting net income/loss drivers from trust account interest and expenses - The company generates non-operating income from the **Trust Account**, as it has not yet generated **operating revenues**[108](index=108&type=chunk) Net Income (Loss) Summary | Period | 2025 | 2024 | | :---------------------- | :----------- | :----------- | | Three months ended June 30 | $1,902,830 | $(30,425) | | Six months ended June 30 | $3,065,850 | $(30,425) | - **Net income** for **2025** periods was primarily driven by non-operating income from the **Trust Account** and **operating account**, offset by **general and administrative expenses**[109](index=109&type=chunk)[110](index=110&type=chunk) [Contractual Obligations](index=23&type=section&id=Contractual%20Obligations) Outlines the company's ongoing contractual commitments, such as administrative service fees - The Company pays the **Sponsor** up to **$55,556** per month for **administrative services**, incurring **$166,668** for the three months and **$333,336** for the six months ended **June 30, 2025**[111](index=111&type=chunk) - A promissory note from the **Sponsor** for up to **$300,000** was fully repaid by **November 8, 2024**[112](index=112&type=chunk) - As of **June 30, 2025**, there were no outstanding **Working Capital Loans**[113](index=113&type=chunk) [Critical Accounting Estimates](index=24&type=section&id=Critical%20Accounting%20Estimates) States that no critical accounting estimates have been identified in the financial statement preparation - The preparation of financial statements requires management to make estimates and judgments, but no **critical accounting estimates** have been identified[114](index=114&type=chunk) [Recent Accounting Standards](index=24&type=section&id=Recent%20Accounting%20Standards) Assesses the potential impact of recently issued accounting standards on the company's financial statements - Management does not believe that any recently issued, but not yet effective, accounting standards would have a material effect on the Company's financial statements[115](index=115&type=chunk) [Off-Balance Sheet Financing Arrangements](index=24&type=section&id=Off-Balance%20Sheet%20Financing%20Arrangements) Confirms the absence of any off-balance sheet financing arrangements as of the reporting date - As of **June 30, 2025**, the Company did not have any **off-balance sheet financing arrangements**[116](index=116&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=25&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, **GSR III Acquisition Corp.** is exempt from providing quantitative and qualitative disclosures about market risk - The Company is a smaller reporting company and is not required to provide quantitative and qualitative disclosures about market risk[117](index=117&type=chunk) [Item 4. Controls and Procedures](index=25&type=section&id=Item%204.%20Controls%20and%20Procedures) As of June 30, 2025, the company's disclosure controls and procedures were deemed ineffective due to inadequate segregation of duties and insufficient written policies for accounting, IT, and financial reporting. No material changes in internal control over financial reporting occurred during the quarter - As of **June 30, 2025**, disclosure controls and procedures were not effective due to inadequate segregation of duties and insufficient written policies for accounting, IT, and financial reporting[118](index=118&type=chunk) - There was no change in internal control over financial reporting during the fiscal quarter ended **June 30, 2025**, that materially affected, or is reasonably likely to materially affect, internal control over financial reporting[120](index=120&type=chunk) [PART II. Other Information](index=26&type=section&id=PART%20II.%20Other%20Information) This part covers legal proceedings, risk factors, equity security sales, defaults, mine safety, other information, and exhibits [Item 1. Legal Proceedings](index=26&type=section&id=Item%201.%20Legal%20Proceedings) The company reported no legal proceedings - None[123](index=123&type=chunk) [Item 1A. Risk Factors](index=26&type=page&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's Form 10-K for the year ended December 31, 2024 - No material changes to the **risk factors** disclosed in the Company's Annual Report on Form **10-K** for the year ended **December 31, 2024**[124](index=124&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=26&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Details the consummation of the **IPO** on **November 8, 2024**, raising **$230 million**, and a concurrent **private placement** raising **$4.225 million**. Transaction costs amounted to **$10,951,368**, and **$234,040,000** of **net proceeds** were deposited into a **trust account** - The **Initial Public Offering** was consummated on **November 8, 2024**, selling **23,000,000** Units for **gross proceeds** of **$230,000,000**[125](index=125&type=chunk) - A **Private Placement** of **422,500** units generated total proceeds of **$4,225,000**[126](index=126&type=chunk) - **Transaction costs** amounted to **$10,951,368**, including **$9,200,000** of **deferred underwriting fees**[127](index=127&type=chunk) - A total of **$234,040,000** of **net proceeds** from the **IPO** and **Private Placement** were deposited into a **trust account**[128](index=128&type=chunk) [Item 3. Defaults Upon Senior Securities](index=26&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities - None[129](index=129&type=chunk) [Item 4. Mine Safety Disclosures](index=26&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) The company reported no mine safety disclosures - None[130](index=130&type=chunk) [Item 5. Other Information](index=26&type=section&id=Item%205.%20Other%20Information) The company reported no other information - None[131](index=131&type=chunk) [Item 6. Exhibits](index=27&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including the **Business Combination Agreement**, certifications from executive officers, and XBRL-related documents - Key exhibits include the **Business Combination Agreement** (**2.1**), Certifications of Principal Executive Officer (**31.1**, **32.1**), Certifications of Principal Financial Officer (**31.2**, **32.2**), and various Inline XBRL documents[132](index=132&type=chunk)

Core Insights - Terra Innovatum has signed a Memorandum of Understanding with Rock City Admiral Parkway Development to establish the first deployment site for its SOLO™ micro-modular reactor in Illinois [1][5][6] - The SOLO™ reactor aims to provide clean and reliable power to Rock City's industrial, logistics, food distribution, and government clients, with the potential to deploy up to 50 reactors delivering a total of 50 MWe [1][5][6] - The partnership positions Terra Innovatum within Illinois's nuclear ecosystem, facilitating collaboration and access to talent and funding opportunities [6][9] Company Overview - Terra Innovatum is focused on making nuclear power accessible through scalable and deployable micro-reactor solutions, specifically the SOLO™ Micro-Modular Reactor [8][9] - The SOLO™ reactor is designed to address global energy shortages and is built from readily available commercial components, ensuring rapid deployment and cost predictability [10][11] - The reactor can provide CO2-free power for various applications, including data centers, industrial operations, and medical sectors, with a modular design that allows for scalability [11][10] Strategic Importance - The agreement with Rock City is seen as a critical milestone for the regulatory and commercial advancement of the SOLO™ reactor, emphasizing its design for commercial scale rather than just research [4][6] - The deployment site will enable Terra Innovatum to supply power under a 15-year term, with an option to extend operations up to 45 years, ensuring long-term energy continuity [6][5] - The partnership is expected to enhance the commercialization of SOLO™ reactors, meeting the energy needs of the community and positioning the company for future growth [6][9]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to ________ GSR III Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-42399 N/A (State or other jurisdiction of incorp ...

Core Insights - The Japan Go IPO Summit will take place on June 5, 2025, in Tokyo, co-hosted by Nasdaq and MarcumAsia, featuring a lineup of prominent speakers discussing cross-border listings and IPO strategies [1][4]. Group 1: Keynote and Speakers - Keitaro Ishii, Director of Kura Sushi USA, will deliver a keynote address on achieving long-term success as a U.S. public company, highlighting Kura Sushi's transition from Japan to the U.S. market [2][5]. - Coincheck Group's executives will share insights on their successful U.S. listing via a SPAC merger, discussing lessons learned and strategies for building investor confidence post-listing [3][5]. - Junsei Ryu, CEO of TOYO Co. Ltd. and Abalance Corporation, will provide perspectives on managing public companies listed on both Nasdaq and the Tokyo Stock Exchange [3]. Group 2: Summit Focus Areas - The summit will cover essential topics such as IPO readiness, cross-border strategies, and capital raising in U.S. public markets, featuring discussions from industry leaders who have facilitated Japanese companies' public offerings [4][5]. - Specific sessions will address the state of the U.S. IPO market, elements of IPO success, and the advantages and lessons learned from SPACs [6]. Group 3: Registration and Attendance - Registration for the invitation-only event is now open, with attendance being free but limited in capacity [6].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-42399 GSR III Acquisition Corp. (Exact Name of Registrant as Specified in Its Charter) | Cayman Islands | 001-42399 | N/A | | --- | --- | --- | ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to ________ GSR III Acquisition Corp. (Exact name of registrant as specified in its charter) | Cayman Islands | 001-42399 | N/A | | --- | --- | --- | | (Sta ...