$1,600,000,000 purchase price converts to 160,000,000 shares of New Ursa Major Common Stock at $10.00 per share.
Minimum Cash Condition requires $150,000,000 after redemptions, PIPE proceeds and transaction costs.
Outside Date set at August 24, 2027, subject to automatic one-day extensions for each day after October 31, 2026 that Ursa Major financial statements remain undelivered.
Sponsor Support Agreement and Seller Voting and Support Agreement executed concurrently; both require votes in favor of the Transaction Proposals and against alternative transactions.
Domestication to Delaware and board composition changes effective at Closing; Mach X retains right to designate one director.
Equity incentive plan and ESPP to be adopted at Closing with share reserves to be mutually agreed.
Pulse Impact
- Previous Pulse: 51
- New Pulse: 71
- Change: +20
- Driver: 425 added a constructive beat, so Pulse rose.
Bleichroeder Acquisition Corp. III Form 425 (2026-08-25)
Not investment advice. Facts taken from the company’s Form 425.