FG Merger III Corp. Amends S-1 Registration

TL;DR

SPAC FG Merger III Corp. filed an S-1/A update. Still looking for a deal.

AI Summary

FG Merger III Corp. filed an S-1/A amendment on August 6, 2025, for its registration statement (No. 333-287670). The company, a blank check entity in the real estate and construction sector, is based in Itasca, Illinois, with its principal executive offices at 104 S. Walnut Street, Unit 1A. The filing details its corporate structure and registration under the Securities Act of 1933.

Why It Matters

This S-1/A filing provides updated information for FG Merger III Corp., a special purpose acquisition company (SPAC), which is a crucial step in its process to identify and merge with a target company.

Risk Assessment

Risk Level: medium — As a SPAC, FG Merger III Corp. is subject to risks associated with finding a suitable merger target and completing a transaction within its specified timeframe.

Key Numbers

• 333-287670 — SEC Registration Number (Identifies the specific registration for FG Merger III Corp.)
• August 6, 2025 — Filing Date (Date the S-1/A amendment was submitted to the SEC.)

Key Players & Entities

• FG Merger III Corp. (company) — Registrant
• 0001997389 (company) — Central Index Key
• 6770 (company) — Standard Industrial Classification Code
• 333-287670 (company) — SEC Registration Number
• August 6, 2025 (date) — Filing Date
• 104 S. Walnut Street, Unit 1A, Itasca, Illinois 60143 (company) — Principal Executive Offices Address
• Hassan R. Baqar (person) — Agent for Service
• Mitchell S. Nussbaum (person) — Copies to Counsel
• Loeb & Loeb LLP (company) — Counsel
• Brad L. Shiffman (person) — Copies to Counsel

FAQ

From the Filing

0001104659-25-074714.txt : 20250806 0001104659-25-074714.hdr.sgml : 20250806 20250806160750 ACCESSION NUMBER: 0001104659-25-074714 CONFORMED SUBMISSION TYPE: S-1/A PUBLIC DOCUMENT COUNT: 10 FILED AS OF DATE: 20250806 DATE AS OF CHANGE: 20250806 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FG Merger III Corp. CENTRAL INDEX KEY: 0001997389 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] ORGANIZATION NAME: 05 Real Estate & Construction EIN: 000000000 FILING VALUES: FORM TYPE: S-1/A SEC ACT: 1933 Act SEC FILE NUMBER: 333-287670 FILM NUMBER: 251189552 BUSINESS ADDRESS: STREET 1: 104 S. WALNUT STREET STREET 2: UNIT 1A CITY: ITASCA STATE: IL ZIP: 60143 BUSINESS PHONE: 847-751-9017 MAIL ADDRESS: STREET 1: 104 S. WALNUT STREET STREET 2: UNIT 1A CITY: ITASCA STATE: IL ZIP: 60143 S-1/A 1 tm2516195d6_s1a.htm S-1/A As filed with the U.S. Securities and Exchange Commission on August 6, 2025 Registration No. 333-287670 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 FG Merger III Corp. (Exact name of registrant as specified in its charter) Nevada 6770 93-3533944 (State or other jurisdiction of (Primary Standard Industrial (I.R.S. Employer incorporation or organization) Classification Code Number) Identification Number) 104 S. Walnut Street, Unit 1A Itasca, Illinois 60143 Tel: (847) 791-6817 (Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices) Hassan R. Baqar 104 S. Walnut Street, Unit 1A, Itasca, IL 60143 Tel: (847) 791-6817 (Name, address, including zip code, and telephone number, including area code, of agent for service) Copies to: Mitchell S. Nussbaum Giovanni Caruso Loeb & Loeb LLP 345 Park Avenue New York, New York 10154 Tel: (212) 407-4000 Brad L. Shiffman Blank Rome LLP 1271 Avenue of the Americas New York, New York 10020 Tel: (212) 885-5000 Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this registration statement. If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following box. ¨ If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨ If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨ If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “ large accelerated filer ,” “ accelerated filer ,” “ smaller reporting company ” and “ emerging growth company ” in Rule 12b-2 of the Exchange Act. Large accelerated filer ¨ Accelerated filer ¨ Non-accelerated filer x Smaller reporting company x Emerging growth company x If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ¨ The Registrant hereby amends this Registration Statement on such date or dates as may be