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Cartesian Growth Corp III

CIK: 2049662 Filed: March 23, 2026 10-K

Key Highlights

  • Led by an experienced team from Cartesian Capital Group with a strong track record in global private equity, managing over $3 billion and completing over 55 investments.
  • Clear acquisition strategy focused on merging with established high-growth, transnational companies, aiming for value creation post-merger.
  • Successfully completed a $276 million IPO on May 5, 2025, with all proceeds secured in a trust account for a future merger or return to shareholders.
  • Leverages an extensive global network of successful families and private businesses for unique deal sourcing, aiming to avoid competitive bidding wars.

Financial Analysis

Cartesian Growth Corp III Annual Report - How They Did This Year

Hey there! Thinking about Cartesian Growth Corp III? Let's review their annual report together. We'll simplify what they did this past year. This will help you understand their progress and if they fit your investment goals.

Let's dive into what we know so far from their latest annual report, which covers the year ending December 31, 2025.

First, What Kind of Company Is This?

This is important: Cartesian Growth Corp III is a "shell company." It's a SPAC, or Special Purpose Acquisition Company. Think of it like an empty shell or a blank check company. It doesn't have its own business operations yet. Its main goal is to find and merge with a private company. This brings that private company public.

A SPAC typically raises money through an IPO. Then it searches for a suitable company to buy. After the merger, called a "de-SPAC" transaction, it operates as a public company. If they don't complete a merger in time, the SPAC closes down. Funds then return to public shareholders. So, a SPAC's "performance" means finding a good merger target. It's not about selling products or services for profit.

They're officially a "Cayman Islands exempted company," which is just their legal structure.

They're also classified as a "Smaller reporting company" and an "Emerging growth company." This means they are a newer, smaller company. They have fewer reporting requirements than bigger companies. For example, a "smaller reporting company" has less than $250 million in public shares. Or, if they have no public shares, less than $100 million in yearly sales. An "emerging growth company" (EGC) has less than $1.235 billion in total sales. EGC status lets them provide less financial information. For instance, they need fewer years of audited financial statements. They can also delay following some accounting rules. This status lasts up to five years from their IPO. It also ends if they grow too large in sales or public shares. This isn't a red flag. But know they are still early in their company journey.

Who's Behind the Wheel? Meet the Management Team

A SPAC's potential largely depends on its leadership team. CGC III Sponsor LLC sponsors Cartesian Growth Corp III. This sponsor is part of Cartesian Capital Group, LLC ("Cartesian").

  • Cartesian Capital Group is a global private equity firm based in New York City.
  • Peter Yu founded Cartesian Capital Group. He is also Cartesian Growth Corp III's Chairman and CEO.
  • Stephen S. Ketchum is the other key executive. He serves as President, CFO, and Secretary.
  • This team brings a lot of experience to the table:
    • Since 2006, Cartesian has managed over $3 billion for investors.
    • Their 21 professionals have over 300 years of combined experience. This includes international private equity.
    • They completed over 55 major investments. These span 30 countries.
    • They have an extensive network, especially in North America, Europe, South America, and Asia.

This background shows they have a strong, experienced team. They are looking for a merger target. Their experience means they can do much of the initial research themselves. This reduces their need for outside consultants.

Currently, they have two executive officers and no other full-time employees. This is typical for a SPAC. The sponsor's team handles most operations. The management team does not have fixed work hours for this company. Their time commitment varies. It depends on how close they are to a deal.

What's Their Game Plan?

Their strategy is to find and merge with an "established high-growth company." They're specifically looking for businesses that:

  • Can benefit from merging with them.
  • They seek companies with "transnational operations or outlooks." This means businesses that operate or can expand across countries.
  • They aim to do more than just merge. They want to "drive ongoing value creation" for the new company. They will use their team's expertise after the deal.

Cartesian helps private, often family-owned, companies. They provide growth money to help them become global players. Their team has built international businesses. They span many industries. They aim to earn returns by helping companies grow smartly. They also help them expand globally. They work closely with current owners and management.

They create value by helping companies with things like:

  • Organic growth: Helping the existing business expand.
  • Targeted mergers: Finding other companies to combine with.
  • Buying individual assets: They strategically acquire parts of businesses.
  • Fundamental transformations: Helping companies change and adapt significantly.
  • They also help companies enter new markets. They evaluate potential purchases or sales. They improve risk management and strategic planning.

The team consistently finds opportunities. They look at "long-term continuities," like population changes or new technologies. They also look for "short-term dislocations." These are temporary situations where a company's value is unclear. This might be due to economic shifts or company events. They'll use this same approach to find their merger target.

They also have a large global network. This includes successful families and private businesses. This helps them find potential deals.

What Kind of Company Are They Looking For? (Acquisition Criteria)

Cartesian Growth Corp III has a clear wish list for a merger target. They generally look for companies fitting these descriptions:

  • High-Growth Potential: They seek businesses that can grow significantly. This can be on their own or by merging with others.
  • Unique Discovery: They find companies through their own network and research. They avoid bidding wars with other buyers.
  • Proven Business Models: They want companies with a track record of success. They avoid risky, unproven technologies.
  • Global Reach: Businesses already operating in many countries. Or, they have strong potential to expand globally.
  • Responsible Operations: Companies that follow UN Principles for Responsible Investment. Or, they can quickly adapt to do so.
  • Strong Leadership: Businesses led by experienced, successful management teams.
  • Committed Owners: Current owners plan to keep a significant stake. This includes families, management, or existing investors.
  • Open to Improvement: Businesses welcome help to build a stronger company. This includes better corporate governance, financial transparency, and risk management.
  • Fair Valuation: Companies willing to merge on fair terms. This means a good deal for Cartesian Growth Corp III's shareholders.

Important Note: These are guidelines, but they can merge with a company not meeting all criteria. If so, they promise to inform shareholders in merger documents.

Where Can You Find Them on the Market?

You can find Cartesian Growth Corp III trading on The Nasdaq Stock Market LLC under a few different symbols:

  • CGCTU: These are "Units." They typically include one Class A Share and half of one redeemable warrant.
  • CGCT: These are their regular "Class A Shares."
  • CGCTW: These are "Warrants." They give you the right to buy one Class A Share for $11.50 each.

A Snapshot of Their Market Value & Initial Funding

A major event for them this past year was their Initial Public Offering (IPO):

  • They successfully launched their IPO on May 5, 2025.
  • They sold 27.6 million "Units" for $10.00 each. This raised $276 million in total.
  • They also sold 6.8 million "private placement warrants" for $1.00 each. This brought in an extra $6.8 million. The sponsor bought these warrants. They usually have transfer restrictions.
  • They put $276 million from the IPO into a special "trust account." This money is kept separate. It funds a merger or returns to shareholders if no deal happens. The trust account funds usually invest in U.S. government securities or money market funds. Any interest earned, after taxes and some withdrawals, stays in the account. This protects shareholders' main investment. They only release these funds to complete a merger. Or, they redeem shares if no deal is reached.
  • Launching an IPO costs money! They had about $18.8 million in transaction costs. This included underwriting fees and other offering expenses. The private placement warrants and sponsor's capital mostly paid these costs. This ensured the $10.00 IPO price stayed fully in the trust account for public shareholders.

As of June 30, 2025, public investors held about $277.6 million in shares. This excludes insider holdings. Their Class A Shares traded at about $10.06 per share on Nasdaq then.

Looking at their shares outstanding as of March 18, 2026:

  • They had 27.6 million Class A shares. These are the public shares from the IPO.
  • They also had 6.9 million Class B shares. These are "founder shares" held by initial investors and management. The sponsor bought these founder shares for a small price, often $25,000. This gives the sponsor a significant ownership stake. These shares usually convert to Class A shares one-for-one. They will be a large part of the company's ownership after a merger. This could mean more shares issued, reducing your ownership percentage.

What's Next? The Merger Process

They have a deadline: complete a merger by May 5, 2027. This is 24 months from their IPO. Their board can extend this date. If they miss this deadline, the company must close down. Funds in the trust account will return to public shareholders. Extensions usually need a shareholder vote. The sponsor often adds more funds to the trust account. This maintains the share value for public shareholders.

Once they find a target company, Nasdaq rules apply. The target's fair market value must be at least 80% of the trust account money. This applies even if they merge with multiple businesses. This rule ensures the SPAC merges with a substantial, credible business. It prevents merging with a small, insignificant entity. Their board will determine this value. An independent financial firm might help.

They usually aim to own 100% of the target company post-merger. However, they might acquire less, but still a controlling interest (at least 50%). This happens if it helps the target company's goals. Even with a controlling interest, public shareholders might own a smaller portion of the new company. This happens if many new shares are issued to the target's owners. Or, if they raise more money through a PIPE. A PIPE is a Private Investment in Public Equity. It funds the deal or the company's growth. PIPE investments are common in SPAC deals. They can mean more shares issued, reducing your ownership percentage.

A majority of their independent directors must approve any merger. They will also thoroughly review any potential target. This includes meeting management, checking documents, and inspecting facilities.

What Are the Risks? (Important for SPACs!)

Investing in a SPAC like Cartesian Growth Corp III has uncertainties. They haven't found a merger company yet. The company highlights "forward-looking statements." These depend on future events:

  • Finding the Right Target: Their success depends on choosing the right target business. This is not guaranteed. A long search could tire investors. It might also lead to the SPAC closing down.
  • Completing the Deal: Even if they find a target, they must "complete our initial business combination." This involves complex talks, regulatory approvals, and shareholder votes. Any of these can fail.
  • Target Performance: The future performance of the target business is uncertain after a merger. The new company might not meet its growth or profit goals. This could affect your investment's value.
  • Management Time & Conflicts: This is a big one for SPACs.
    • Their officers and directors do not work full-time for this company. They also work with other businesses. So, they might not focus only on finding a merger.
    • More importantly, their officers and directors have other commitments. These are with different companies. If a great merger opportunity arises, they might offer it to other companies first. Then, they might bring it to Cartesian Growth Corp III. The company waived the "corporate opportunity doctrine." This means officers don't have to show every deal to Cartesian Growth Corp III first. This greatly increases the risk. Cartesian Growth Corp III could miss attractive deals.
  • Additional Financing: They might need more money to complete a merger. This extra money might meet cash needs for the merger. It could also fund the target company's growth. Or, it might cover shareholders who sell their shares back. This financing often comes from PIPE investments. These can mean more shares issued, reducing your ownership percentage.
  • Market for Securities: There's a risk for their public shares. They might not be easy to buy or sell. There might even be no market for them. After a merger, the new company's stock might be very volatile. Few analysts might cover it. Big investors might show little interest. This could make selling your shares at a good price difficult.
  • Affiliated Deals: They say they don't plan to, but they could merge with a connected company. This means a company linked to their sponsor, officers, or directors. If so, they will get an independent opinion. This opinion will confirm the deal is fair. They might also buy companies jointly with these connected groups. Even with an independent opinion, these deals have conflicts of interest. The sponsor's interests might not match public shareholders' interests. This could lead to a less favorable deal.
  • Limited Target Pool: Any target company must provide financial statements. These must meet strict accounting rules. Examples include GAAP or IFRS, and PCAOB audits. This limits potential companies. Some private, high-growth companies might not have their books ready. They need to be ready quickly for a SPAC deal. This shrinks the number of suitable targets.

Ultimately, investing in a SPAC like Cartesian Growth Corp III means you're betting on the management team's ability to find and execute a successful merger. Weigh their experience and strategy against the inherent risks of a blank-check company before deciding if this opportunity aligns with your investment goals.

Risk Factors

  • Significant risk of not finding a suitable merger target or completing the complex deal by the May 5, 2027 deadline, leading to liquidation.
  • Management's time commitment and potential conflicts of interest, including the waiver of the 'corporate opportunity doctrine,' could lead to missed attractive deals.
  • Potential for shareholder dilution from additional financing (PIPEs) or the conversion of founder shares (Class B shares) post-merger.
  • Limited pool of suitable target companies due to strict financial reporting and audit requirements (GAAP/IFRS, PCAOB audits).

Why This Matters

This annual report for Cartesian Growth Corp III is crucial for investors as it outlines the initial progress and inherent risks of a Special Purpose Acquisition Company (SPAC). Unlike traditional companies, CGC III has no operating business; its value hinges entirely on its ability to identify and successfully merge with a private company. The report highlights the experienced management team and their clear acquisition strategy, which are key factors in a SPAC's potential success.

Understanding the details of their $276 million IPO and the funds held in trust is vital, as this capital is earmarked either for a merger or for return to shareholders if no deal materializes. Investors are essentially betting on the management's expertise to find a high-growth target and execute a complex transaction. The report also sheds light on the regulatory classifications (Smaller Reporting and Emerging Growth Company), which impact reporting transparency and investor due diligence.

Ultimately, this report serves as a progress check on their 'blank check' mission. It allows investors to assess whether the company is on track to meet its merger deadline and if its strategic approach aligns with their investment philosophy, especially given the binary nature of SPAC outcomes.

Financial Metrics

Year Ending December 31, 2025
Smaller Reporting Company Threshold ( Public Shares) less than $250 million
Smaller Reporting Company Threshold ( Yearly Sales, no public shares) less than $100 million
Emerging Growth Company ( E G C) Sales Threshold less than $1.235 billion
Cartesian Capital Group Funds Managed Since 2006 over $3 billion
Cartesian Capital Group Professionals 21
Cartesian Capital Group Combined Experience over 300 years
Cartesian Capital Group Major Investments over 55
Cartesian Capital Group Countries of Investment 30
Executive Officers 2
Full-time Employees 0
I P O Date May 5, 2025
I P O Units Sold 27.6 million
I P O Price Per Unit $10.00
Total Raised from I P O $276 million
Private Placement Warrants Sold 6.8 million
Private Placement Warrant Price $1.00
Extra Raised from Private Placement Warrants $6.8 million
Trust Account Amount from I P O $276 million
I P O Transaction Costs about $18.8 million
Public Investor Holdings as of June 30, 2025 about $277.6 million
Class A Shares Price as of June 30, 2025 about $10.06 per share
Class A Shares Outstanding as of March 18, 2026 27.6 million
Class B Shares Outstanding as of March 18, 2026 6.9 million
Warrant Exercise Price $11.50
Merger Deadline May 5, 2027
Nasdaq Fair Market Value Rule ( Trust Account Percentage) at least 80%
Controlling Interest ( Minimum) at least 50%

About This Analysis

AI-powered summary derived from the original SEC filing.

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Analysis Processed

March 24, 2026 at 09:36 PM

Important Disclaimer

This AI-generated analysis is for informational purposes only and does not constitute financial or investment advice. Always consult with qualified professionals and conduct your own research before making investment decisions.