Announcement • Jul 10
RMG Acquisition Corp. III Announces Board and Executive Resignations, Effective July 9, 2025 RMG Acquisition Corp. III announced the resignation of Catherine D. Rice, Craig Broderick, and W. Thaddeus Miller from the board of directors, and D. James Carpenter as Executive Vice President on July 9, 2025. The resignations were not due to any dispute or disagreement with the Company on any matter relating to the Company’s operations, policies, or practices. Announcement • Apr 25
RMG Acquisition Corp. III Announces Delisting from Nasdaq RMG Acquisition Corp. III (the ‘Company’) issued a press release on April 19, 2024, announcing that the Company was in the process of appealing the previously reported delisting determination and that the Company expected its securities would remain listed on The Nasdaq Capital Market during the appeals process. On April 19, 2024, the Company was notified by Nasdaq that it would not grant the Company an appeal and therefore the Company’s securities would be suspended at the close of business on April 22, 2024, and thereafter delisted. The Company will seek to list its securities on a market operated by OTC Markets Group Inc. so that a trading market may continue to exist for such securities. The Company intends to apply for re-listing on The Nasdaq Capital Market or another national securities exchange in connection with a business combination. As of the date of this press release, the Company has not received approval from OTC Markets Group Inc., The Nasdaq Capital Market or any other stock exchange for such listing or re-listing, and there can be no assurance that the Company will obtain such approval. Announcement • Apr 24
RMG Acquisition Corp. III(OTCPK:RMGC.F) dropped from NASDAQ Composite Index RMG Acquisition Corp. III has been dropped from NASDAQ Composite Index . Announcement • Apr 10
RMG Acquisition Corp. III (NasdaqCM:RMGC) announces an Equity Buyback. RMG Acquisition Corp. III (NasdaqCM:RMGC) announces a share repurchase program. Under the program, the company will repurchase all the outstanding shares of Class A ordinary shares that were included in the units sold in its initial public offering. The shares will be repurchased at a redemption price of approximately $10 per share. The repurchased shares will be deemed cancelled and will represent only the right to receive the redemption amount. The redemption is expected to be completed within ten business days after April 9, 2024. Board Change • Apr 04
Insufficient new directors No new directors have joined the board in the last 3 years. The company's board is composed of: No new directors. 12 experienced directors. No highly experienced directors. Independent Director Thad Miller was the last director to join the board, commencing their role in 2020. The company’s insufficient board refreshment is considered a risk according to the Simply Wall St Risk Model. Board Change • Feb 14
Insufficient new directors No new directors have joined the board in the last 3 years. The company's board is composed of: No new directors. 12 experienced directors. No highly experienced directors. Independent Director Thad Miller was the last director to join the board, commencing their role in 2020. The company’s insufficient board refreshment is considered a risk according to the Simply Wall St Risk Model. Announcement • Dec 28
RMG Acquisition Corp. III Receives A Determination Letter from the Listing Qualifications Department of the Nasdaq Stock Market As previously reported on Form 8-K filed on June 26, 2023, on June 20, 2023, RMG Acquisition Corp. III (the Company") received a deficiency letter from the Listing Qualifications Department of The NASDAQ Stock Market (the Staff"), notifying the Company that, for the previous 30 consecutive business days, the Company's minimum Market Value of Listed Securities ("MVLS") was below the minimum of USD 35 million required for continued listing on the Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(b)(2) (the "Market Value Standard"). In accordance with Nasdaq Listing Rule 5810(c)(3)(C), the Company was given 180 calendar days, or until December 18, 2023, to regain compliance with the Market Value Standard. To regain compliance with the Market Value Standard, the MVLS for the Company's listed securities must have been at least USD 35 million for a minimum of 10 consecutive business days at any time during this 180-day period. On December 20, 2023, the Company received a determination letter (the "Letter") from the Staff stating that the Company has not regained compliance with the Market Value Standard. The Letter stated that, unless the Company requests an appeal of this determination no later than 4:00 p.m. (Eastern time) on December 27, 2023, the Staff has determined that the Company's ordinary shares will be scheduled for delisting from The Nasdaq Capital Market and will be suspended at the opening of business on December 29, 2023, and a Form 25-NSE will be filed with the Securities and Exchange Commission which will remove the Company's securities from listing and registration on The Nasdaq Stock Market. The Company intends to request a hearing before a Hearings Panel (the Panel") to appeal the Letter. While the appeal process is pending, the suspension of trading of the Company's securities is stayed, and the Company's ordinary shares will continue to trade on The Nasdaq Capital Market until the hearing process concludes and the Panel issues a written decision. On December 26, 2023, RMG Sponsor III, LLC (the Sponsor") converted 3,500,000 of its Class B ordinary shares into Class A ordinary shares, which the Company believes will allow it to regain compliance with the MVLS requirement. Based on a closing price of the Class A ordinary shares on December 22, 2023 of USD 10.47, this conversion would increase the MVLS by approximately USD 36.6 million. In order for the Company to regain compliance with the MVLS rule, the Company's MVLS must equal or exceed USD 35.0 million for at least 10 consecutive trading days, and the Staff must provide written confirmation to the Company to close the matter. Upon receipt of such letter, the Company will file a subsequent Form 8-K to report receipt of the letter. The Company is diligently working to satisfy Nasdaq's requirements in a timely manner. However, there can be no assurance that the Panel will grant the Company's request for a suspension of delisting or continued listing on The Nasdaq Capital Market. Announcement • Nov 14
RMG Acquisition Corp. III announced delayed 10-Q filing On 11/13/2023, RMG Acquisition Corp. III announced that they will be unable to file their next 10-Q by the deadline required by the SEC. Announcement • Nov 09
Nasdaq Issues A Letter to RMG Acquisition Corp. III Confirming the Company Is in Compliance with Nasdaq's Continued Listing Requirements On November 1, 2023, RMG Acquisition Corp. III (the Company") was notified by the staff of the Listing Qualifications Department (the Staff") of The Nasdaq Stock Market LLC (Nasdaq") that, following its determination that the Company did not meet the terms of an extension cure period provided under Nasdaq Listing Rule 5605(c)(4), the Staff had determined to initiate procedures to delist the Company's securities due to the Company's non-compliance with the continued listing requirements as set forth in Nasdaq Listing Rule 5605(b)(1) regarding the composition of the Company's board of directors (the Board") because a majority of the Board was not comprised of independent directors. As a result of the below-reported resignation of a member of the Board, the Company returned to compliance with Nasdaq's continued listing requirements. On November 7, 2023, the Nasdaq issued a letter to the Company confirming that the Company is in compliance with Nasdaq's continued listing requirements and that it has terminated its delisting procedures against the Company. Announcement • Aug 17
RMG Acquisition Corp. III announced delayed 10-Q filing On 08/15/2023, RMG Acquisition Corp. III announced that they will be unable to file their next 10-Q by the deadline required by the SEC. Announcement • Jun 02
RMG Acquisition Announces Receipt of Nasdaq Listing Delinquency Letter and Nasdaq Listing Compliance Determination Letter RMG Acquisition Corp. III announced that it received a delinquency notification letter from the Listing Qualifications Staff (the “Staff”) of the Nasdaq Stock Market LLC (“Nasdaq”) on May 25, 2023 due to the Company’s non-compliance with Nasdaq Listing Rule 5250(c)(1) (the “Listing Rule”) as a result of the Company’s failure to timely file its Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023 (the “Form 10-Q”). The Listing Rule requires listed companies to timely file all required periodic financial reports with the Securities and Exchange Commission (the “SEC”). The Company filed the Form 10-Q with the SEC on June 1, 2023. On June 1, 2023, the Company received a letter from Nasdaq indicating that based on the Company’s June 1, 2023 filing of the Form 10-Q, the Staff has determined that the Company has complied with the Listing Rule and, accordingly, the matter was closed. As a result, the Company is currently in compliance with the Nasdaq Listing Rules and the Company’s securities will continue to trade on The Nasdaq Capital Market. Announcement • May 17
RMG Acquisition Corp. III announced delayed 10-Q filing On 05/16/2023, RMG Acquisition Corp. III announced that they will be unable to file their next 10-Q by the deadline required by the SEC. Announcement • Jan 06
H2B2 Electrolysis Technologies, S.L. entered into a non-binding letter of intent to acquire RMG Acquisition Corp. III (NasdaqCM:RMGC) in a reverse merger transaction. H2B2 Electrolysis Technologies, S.L. entered into a non-binding letter of intent to acquire RMG Acquisition Corp. III (NasdaqCM:RMGC) in a reverse merger transaction on January 4, 2023. Under the terms of the LOI, RMG III and H2B2 would be become a combined entity, with H2B2’s existing equity holders continuing to hold substantially all of their equity in the combined public company. H2B2 Electrolysis Technologies will go public on the NASDAQ via a business combination with RMG III. As part of H2B2’s transition to public ownership, H2B2 Chief Executive Officer Anselmo Andrade Fernández de Mesa takes the reins from Felipe Benjumea Llorente, founder of H2B2, who will assume the role of Strategic Advisor so that he can continue to contribute to the development of the business globally. Completion of a business combination is subject to, among other matters, the completion of due diligence, the negotiation of a definitive agreement providing for the transaction, satisfaction of the conditions negotiated therein, approval of the transaction by the board and stockholders of both RMG III and the H2B2, regulatory approvals, and other customary conditions. The definitive merger agreement is expected to be executed in the first quarter of 2023. RMG III is holding an extraordinary general meeting of its shareholders on January 10, 2023 to approve an extension of time for RMG III to complete an initial business combination through May 9, 2023, and the proposed transaction would be subject to approval of the extension proposal by RMG III’s shareholders. Announcement • Oct 28
RMG Acquisition Corp. III Announces W. Grant Gregory Decides to Resign as Member of Board, Nominating and Corporate Governance Committee RMG Acquisition Corp. III announced that on October 21, 2022, Mr. W. Grant Gregory, a Class II director and member of the Nominating and Corporate Governance Committee of the Board of Directors of the Company notified the Company of his decision to resign as a member of the Board and the Nominating and Corporate Governance Committee of the Board, effective as of October 21, 2022. Announcement • Jun 02
RMG Acquisition Corp. III Receives Expected Notice from Nasdaq Regarding Delayed Quarterly Report RMG Acquisition Corp. III announced that, on May 28, 2021, it received a notice (“Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) stating that the Company is not in compliance with Nasdaq Listing Rule 5250(c)(1) (the “Rule”) because the Company failed to timely file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 (the “Form 10-Q”) with the Securities and Exchange Commission (“SEC”). The Notice has no immediate effect on the listing or trading of the Company’s securities on the Nasdaq Capital Market. As previously disclosed in the Form 12b-25 filed on May 18, 2021 by the Company, on April 12, 2021, the Acting Director of the Division of Corporation Finance and Acting Chief Accountant of the SEC together issued a statement regarding the accounting and reporting considerations for warrants issued by special purpose acquisition companies entitled “Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies” (the “SEC Statement”). As result of the SEC Statement, the Company’s management reevaluated the accounting treatment of (i) the redeemable warrants that were included in the units issued by the Company in its initial public offering and (ii) the redeemable warrants that were issued in a private placement (collectively, the “Warrants”), and concluded that the Warrants should be reclassified as derivative liabilities. Under Nasdaq rules, the Company has 60 calendar days from the date of the Notice, or until July 27, 2021, to submit a plan to regain compliance with the Rule. If Nasdaq accepts the Company's plan, then Nasdaq may grant an exception of up to 180 calendar days from the due date of the Form 10-Q or until November 15, 2021, to regain compliance. The Company is continuing to review the impacts of the SEC Statement on the Company’s unaudited financial statements for the quarterly period ended March 31, 2021 and is working diligently to complete the Form 10-Q as soon as reasonably practicable with the intention of regaining compliance. Announcement • May 19
RMG Acquisition Corp. III announced delayed 10-Q filing On 05/18/2021, RMG Acquisition Corp. III announced that they will be unable to file their next 10-Q by the deadline required by the SEC.