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 orders affecting the transaction[157]. - The company intends to use funds in the Trust Account primarily to complete its Business Combination and may withdraw interest or dividends for permitted withdrawals[168]. - The Sponsor may provide loans to fund working capital deficiencies or transaction costs related to the Business Combination, with up to $1,500,000 convertible into additional Private Placement Units[170]. 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]. - 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]. - Cash used in operating activities for the nine months ended September 30, 2025, was $1,027,255, with changes in operating assets and liabilities providing $2,298,387 of cash[166]. - The company has no long-term debt or off-balance sheet arrangements as of September 30, 2025, and incurs a monthly fee of $29,166.66 for management services[173][174]. - The company does not expect to generate operating revenues until after the completion of its Business Combination[161]. 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]. - 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].

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 affected 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 [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 Cash Management - 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]. - The company plans to use substantially all funds in the Trust Account for the Business Combination, with remaining proceeds for working capital and growth strategies [125]. - The company has no long-term debt or off-balance sheet arrangements as of June 30, 2025 [129]. Contractual Obligations - The company has a contractual obligation to pay $29,166.66 per month for services provided by an affiliate of the Sponsor until the completion of the Business Combination [130].

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 was $0 for the three months ended March 31, 2025, with a net loss of $80,334 offset by changes in operating assets and liabilities[110]. Initial Public Offering (IPO) - The company generated gross proceeds of $253,000,000 from the Initial Public Offering of 25,300,000 units at $10.00 per unit[107]. - A total of $253,000,000 was placed in the Trust Account following the Initial Public Offering and the sale of Private Placement Units[109]. - 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[109]. Trust Account and Business Combination - The company intends to use substantially all funds in the Trust Account to complete its Business Combination[111]. - The company does not anticipate needing to raise additional funds for operating expenditures prior to the Business Combination[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].

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 _________________________________ AMENDMENT NO. 3 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 | | --- | --- | --- | | (S ...

_________________________________ 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 | | --- | --- | --- | | (State or other jurisdiction of | (Primary Standard Industrial | (I.R.S. Employer | | incorporation or organization) | Classification Code Number) | Identification Number) | As f ...

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 _________________________________ Inflection Point Acquisition Corp. III (Exact name of registrant as specified in its charter) _________________________________ | Cayman Islands | 6770 | N/A | | --- | --- | --- | | ...

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 ...