Business Combination - Inflection Point Acquisition Corp. III is pursuing a Business Combination with Air Water, with the agreement signed on August 25, 2025[146]. - The First Merger will result in Inflection Point merging into PubCo, ceasing its separate existence, while the Second Merger will merge Air Water into Merger Sub, making it a wholly owned subsidiary of PubCo[147]. - Each Class A ordinary share of Inflection Point will convert into one PubCo Ordinary Share at the First Merger Effective Time[148]. - The Exchange Ratio for Air Water Ordinary Shares will be determined based on a valuation of $300 million divided by the Redemption Price[151]. - PubCo will issue up to 30 million additional Earnout Shares to Air Water equity holders upon achieving specific revenue milestones[152]. - Closing conditions for the Business Combination include shareholder approvals and regulatory compliance, with no adverse legal effects anticipated[157]. Financial Performance - For the three months ended September 30, 2025, the company reported a net loss of $90,821, with operating costs of $2,773,017 and interest income of $2,682,196 from marketable securities[162]. - For the nine months ended September 30, 2025, the net loss was $1,388,538, consisting of operating costs of $3,320,642 and compensation expense of $2,581,854, offset by interest income of $4,513,958[162]. Funding and Capital Structure - Air Water secured $4 million in preferred shares from IPF on July 25, 2025, as part of the financing for the Business Combination[154]. - An additional $28.5 million was raised through a Pre-Funded PIPE Subscription Agreement on August 25, 2025[155]. - The company completed its Initial Public Offering on April 28, 2025, raising gross proceeds of $253,000,000 from the sale of 25,300,000 Public Units at $10.00 per unit[164]. - Following the IPO, a total of $253,000,000 was placed in the Trust Account, with transaction costs amounting to $17,305,941[165]. - As of September 30, 2025, the company held marketable securities in the Trust Account valued at $256,650,172, along with accrued interest of $863,786[168]. - The company had cash of $1,270,446 as of September 30, 2025, intended for identifying and evaluating target businesses and related due diligence[169]. - The company has no long-term debt or off-balance sheet arrangements as of September 30, 2025[173]. - The company incurs a monthly fee of $29,166.66 to Inflection Point Asset Management LLC for services provided, which began on April 25, 2025[174]. - The underwriters are entitled to a deferred fee of $12,045,000 due to the full exercise of the over-allotment option, payable only if a Business Combination is completed[175]. - The company does not anticipate needing to raise additional funds for operating expenditures prior to the Business Combination, but may require additional financing for completion[172]. Revenue Expectations - Revenue from continuing operations for any fiscal quarter ending on or before June 30, 2026, is expected to exceed $25 million, with a target of $50 million for any quarter ending on or before December 31, 2026[153].

A1R WATER builds, owns and operates water farms and bottling plants where they package and sell finished beverage products to a marquee list of hotels, real estate developers, events venues and sports teamsProposed transaction values A1R WATER at a pro forma enterprise value of $419 millionProposed transaction includes a fully committed PIPE investment $63.5 million, $32.5 million of which was funded at signing of the Business Combination AgreementPIPE investment led by SPAC sponsor Inflection Point Asset M ...

Financial Performance - For the three months ended June 30, 2025, the company reported a net loss of $1,217,383, consisting of operating costs of $467,291 and compensation expense of $2,581,854, offset by interest income of $1,831,762 [119]. - Cash used in operating activities for the six months ended June 30, 2025, was $727,928, with a net loss of $1,297,717 impacted by interest earned on marketable securities of $957,808 [124]. - The company does not expect to generate operating revenues until after the completion of the Business Combination, having engaged only in organizational activities to date [118]. Initial Public Offering - The company generated gross proceeds of $253,000,000 from the Initial Public Offering of 25,300,000 Public Units at $10.00 per unit on April 28, 2025 [121]. - The company incurred $17,305,941 in costs related to the Initial Public Offering, including $4,400,000 in cash underwriting fees and $12,045,000 in deferred underwriting fees [123]. Assets and Securities - As of June 30, 2025, the company had marketable securities held in the Trust Account amounting to $253,957,808, which will be used to complete the Business Combination [125]. - As of June 30, 2025, the company had cash of $1,509,466, intended for identifying and evaluating target businesses and performing due diligence [126]. Financing and Debt - The company may need additional financing to complete the Business Combination or to cover redemptions of Public Shares, which could involve issuing additional securities or incurring debt [128]. - The company has no long-term debt or off-balance sheet arrangements as of June 30, 2025, and has a monthly fee obligation of $29,166.66 to an affiliate for management services [129][130]. Accounting Policies - The company has identified critical accounting policies that may affect reported amounts and has not entered into any off-balance sheet financing arrangements [132][129].

Financial Performance - The company reported a net loss of $80,334 for the three months ended March 31, 2025, primarily due to general and administrative costs [105]. - Cash used by operating activities for the three months ended March 31, 2025, was $0, with a net loss of $80,334 offset by changes in operating assets and liabilities providing $75,334 [110]. Revenue Generation - As of March 31, 2025, the company had not generated any revenues and only engaged in organizational activities and identifying a target company for a Business Combination [104]. Initial Public Offering (IPO) - The company completed its Initial Public Offering on April 28, 2025, raising gross proceeds of $253,000,000 from the sale of 25,300,000 units at $10.00 per unit [107]. - Following the IPO, a total of $253,000,000 was placed in the Trust Account, with total offering costs amounting to $17,305,941 [109]. Trust Account and Fund Allocation - The company intends to use substantially all funds in the Trust Account to complete its Business Combination, with remaining proceeds allocated for working capital [111]. - The company does not anticipate needing to raise additional funds for operating expenditures prior to the Business Combination, but may require additional financing for completion [114]. Debt and Obligations - The company has no long-term debt or off-balance sheet arrangements as of March 31, 2025 [115]. - The company has a contractual obligation to pay $29,166.66 per month to an affiliate for administrative services [116]. - The underwriters are entitled to a deferred fee of $12,045,000, contingent upon the completion of a Business Combination [117].

_________________________________ AMENDMENT NO. 3 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 _________________________________ Inflection Point Acquisition Corp. III As filed with the U.S. Securities and Exchange Commission on April 16, 2025 Registration No. 333-283427 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Exact name of registrant as specified in its charter) _________________________________ | Cayman Islands | 6770 | N/A | | --- | --- | --- | | (S ...

As filed with the U.S. Securities and Exchange Commission on April 8, 2025 Registration No. 333-283427 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _________________________________ AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 _________________________________ Inflection Point Acquisition Corp. III (Exact name of registrant as specified in its charter) _________________________________ | Cayman Islands | 6770 | N/A | | --- | --- | --- | | (St ...

As filed with the U.S. Securities and Exchange Commission on January 15, 2025 Registration No. 333-283427 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _________________________________ AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 _________________________________ Alex Davies Conyers Dill & Pearman LLP SIX, 2 nd Floor, Cricket Square, PO Box 2681 Grand Cayman KY1-1111, Cayman Islands Tel: (345) 945-3901 Inflection Point Acquisition Corp. III ( ...

As filed with the U.S. Securities and Exchange Commission on November 22, 2024 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _________________________________ FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 _________________________________ Inflection Point Acquisition Corp. III (Exact name of registrant as specified in its charter) _________________________________ | Cayman Islands | 6770 | N/A | | --- | --- | --- | | (State or other jurisdic ...