PRPC.WS / CC Neuberger Principal Holdings III Warrants, each whole warrant exercisable for one Class A ordinar - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

PRPC / CC Neuberger Principal Holdings III - Class A / GLAZER CAPITAL, LLC Passive Investment

SC 13G/A 1 prpc20231231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 CC NEUBERGER PRINCIPAL HOLDINGS III (Name of Issuer) Class A ordinary shares, $0.0001 par value per share (Title of Class of Securities) G1992N100 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check t

PRPC / CC Neuberger Principal Holdings III - Class A / ARISTEIA CAPITAL LLC Passive Investment

SC 13G/A 1 formccneubergersc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Under the Securities Exchange Act of 1934 (Amendment No. 2) CC Neuberger Principal Holdings III (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G1992N100 (CUSIP Number) December 31, 2023 (Date of Event Which Re

PRPC / CC Neuberger Principal Holdings III - Class A / ADAGE CAPITAL PARTNERS GP, L.L.C. - CC NEUBERGER PRINCIPAL HOLDINGS III Passive Investment

SC 13G/A 1 p24-0600sc13ga.htm CC NEUBERGER PRINCIPAL HOLDINGS III SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* CC Neuberger Principal Holdings III (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G1992N100 (CUSIP Number) December 31, 2023 (Date of Event Which

PRPC / CC Neuberger Principal Holdings III - Class A / CC Neuberger Principal Holdings III Sponsor LLC - SC 13G/A Passive Investment

SC 13G/A 1 tm243837d1sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* CC Neuberger Principal Holdings III (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G1992N100 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-39984 CC NEUBERGER PRINCIPAL HOLDINGS III (Exact name of registrant as

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on December 04, 2023, pursuant to the provisions of Rule 12d2-2 (a).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CC NEUBERGER PRINCIPAL HOLDINGS

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2023 CC Neuberger Principal Holdings III (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-39984 98-1552405 (State or other jurisdiction of incorpo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CC NEUBERGER PRINCIPAL HOLDINGS III (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING 001-39984 SEC FILE NUMBER G1992N 100 CUSIP NUMBER (Check One): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q and Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: June 30, 2023 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Tran

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2023 (August 1, 2023) C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2023 (August 1, 2023) CC Neuberger Principal Holdings III (Exact name of registrant as specified in its charter) Cayman Islands 001-39984 98-1552405 (State or other jurisdic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CC NEUBERGER PRINCIPAL HOLDINGS III

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2023 (April 28, 2023) CC N

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2023 (April 28, 2023) CC Neuberger Principal Holdings III (Exact name of registrant as specified in its charter) Cayman Islands 001-39984 98-1552405 (State or other jurisdictio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-39410

Description of the Company’s securities.

Exhibit 4.2 DESCRIPTION OF SECURITIES As of December 31, 2022, CC Neuberger Principal Holdings III (“we,” “our,” “us” or the “company”) had the following three classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (i) its units, each consisting of one Class A ordinary share and one-fifth of one redeemable warrant, (ii) Class A or

PRPC / CC Neuberger Principal Holdings III / ARISTEIA CAPITAL LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

PRPC / CC Neuberger Principal Holdings III / GLAZER CAPITAL, LLC Passive Investment

SC 13G 1 prpc20221231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 CC Neuberger Principal Holdings III (Name of Issuer) Class A ordinary share, $0.0001 par value per share (Title of Class of Securities) G1992N100 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the ap

Promissory Note, dated February 1, 2023, by and among CC Neuberger Principal Holdings III and CC Neuberger Principal Holdings III Sponsor LLC.

Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER TH

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 6, 2023 (February 1, 2023) CC Neuberger Principal Holdings III (Exact name of registrant as specified in its charter) Cayman Islands 001-39984 98-1552405 (State or ot

Amendment to Amended and Restated Memorandum and Articles of Association.

Exhibit 3.1 Registrar of Companies Government Administration Building 133 Elgin Avenue George Town Grand Cayman CC Neuberger Principal Holdings III (ROC #365725) (the "Company") TAKE NOTICE that by Minutes of the Extraordinary General Meeting of the Company held on 1 February 2023, the following special resolutions were passed: Proposal No. 1—The Extension Amendment Proposal— RESOLVED, as a specia

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 or SECTION 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2023 CC Neuberger Principal Holdings III (Exact name of registrant as specified in its charter) Cayman Islands 001-39984 98-1552405 (State or other jurisdiction of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 or SECTION 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2023 CC Neube

DEFA14A 1 tm234963d2defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 or SECTION 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2023 CC Neuberger Principal Holdings III (Exact name of registrant as specified in its charter) Cayman Islands 001-39984 98

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEFA14A 1 tm234076d1defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ¨ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Ru

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ?? Check the appropriate box: x ? ? Preliminary Proxy Statement ? ? ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? ? ? Definitiv

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION ? Washington, D.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 or SECTION 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2022 CC Neuberger Principal Holdings III (Exact name of registrant as specified in its charter) Cayman Islands 001-39984 98-1552405 (State or other jurisdiction of inco

Description of the Company’s securities.

Exhibit 4.2 DESCRIPTION OF SECURITIES As of December 31, 2021, CC Neuberger Principal Holdings III (?we,? ?our,? ?us? or the ?company?) had the following three classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (i) its units, each consisting of one Class A ordinary share and one-fifth of one redeemable warrant, (ii) Class A or

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-39410

PRPC / CC Neuberger Principal Holdings III / CC Neuberger Principal Holdings III Sponsor LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* CC Neuberger Principal Holdings III (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G1992N100 (CUSIP Number) February 14, 2022** (Date of Event Which Requires Filing of this Statement) Check the Appr

PRPC / CC Neuberger Principal Holdings III / CC Neuberger Principal Holdings III Sponsor LLC - SC 13G Passive Investment

SC 13G 1 tm226302d1sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* CC Neuberger Principal Holdings III (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G1992N100 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of

PRPC / CC Neuberger Principal Holdings III / ARISTEIA CAPITAL LLC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. *) CC Neuberger Principal Holdings III (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G1992N100 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropria

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 or SECTION 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 12, 2022 CC Neuberger Principal Holdings III (Exact name of registrant as specified in its charter) Cayman Islands 001-39984 98-1552405 (State or other jurisdiction of

Backstop Facility Agreement between the Company and NBOKS, dated as of January 6, 2022.

Exhibit 10.1 BACKSTOP AGREEMENT This Backstop Facility Agreement (this ?Agreement?) is entered into as of January 6, 2022 by and between CC Neuberger Principal Holdings III, a Cayman Islands exempted company (the ?Company?), and Neuberger Berman Opportunistic Capital Solutions Master Fund L.P., a Cayman Islands exempted limited partnership (the ?Purchaser?). Capitalized terms used but not initiall

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CC NEUBERGER

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 2, 2021 CC Neuberger Principal Holdings III (Exact name of registrant as specified in its charter) Cayman Islands 001-39984 98-1552405 (State or other jurisdiction of incorpo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION ? Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CC NEUBERGER PRINCIPAL HOLDINGS III (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 tm2115742d38k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported):May 21, 2021 (May 20, 2021) CC NEUBERGER PRINCIPAL HOLDINGS III (Exact name of registrant as specified in its charter) Cayman Islands 001-39984

Promissory Note, dated May 20, 2021, issued by CC Neuberger Principal Holdings III to CC Neuberger Principal Holdings III Sponsor LLC.

EX-10.1 2 tm2115742d3ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 PROMISSORY NOTE $1,000,000 As of May 20, 2021 CC Neuberger Principal Holdings III (“Maker”) promises to pay to the order of CC Neuberger Principal Holdings Sponsor III or its successors or assigns (“Payee”) the principal sum of One Million Dollars and No Cents ($1,000,000) in lawful money of the United States of America, on the terms and co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

NT 10-Q 1 tm2116757d1nt10q.htm NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING 001-39984 SEC FILE NUMBER G1992N 100 CUSIP NUMBER (Check One): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q and Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: March 31, 2021 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F

CC Neuberger Principal Holdings III

SC 13G 1 p21-0698sc13g.htm CC NEUBERGER PRINCIPAL HOLDINGS III SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CC Neuberger Principal Holdings III (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G1992N118** (CUSIP Number) February 5, 2021 (Date of Event Which Requ

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2021 (February 5, 2021) CC NEUBERGER PRINCIPAL HOLDINGS III (Exact name of registrant as specified in its charter) Cayman Islands 001-39984 98-1552405 (State or o

CC NEUBERGER PRINCIPAL HOLDINGS III

EX-99.1 2 tm216238d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 CC NEUBERGER PRINCIPAL HOLDINGS III Report of Independent Registered Public Accounting Firm F-2 Balance Sheet F-3 Notes to Financial Statement F-4 Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of CC Neuberger Principal Holdings III Opinion on the Financial Statement We have audited the

Investment Management Trust Agreement, dated February 5, 2021, between the Company and Continental Stock Transfer & Trust Company, as trustee.

Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of February 5, 2021 by and between CC Neuberger Principal Holdings III, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S

Warrant Agreement, dated February 5, 2021, between the Company and Continental Stock Transfer & Trust Company, as warrant agent.

Exhibit 4.1 WARRANT AGREEMENT CC NEUBERGER PRINCIPAL HOLDINGS III and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated February 5, 2021 THIS WARRANT AGREEMENT (this “Agreement”), dated February 5, 2021, is by and between CC Neuberger Principal Holdings III, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (i

Underwriting Agreement between the Company and Citigroup Global Markets Inc., as underwriter

Exhibit 1.1 CC Neuberger Principal Holdings III 35,000,000 Units Ordinary Shares Warrants UNDERWRITING AGREEMENT New York, New York February 2, 2021 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 As Representative of the several Underwriters Ladies and Gentlemen: CC Neuberger Principal Holdings III, a Cayman Islands exempted company (the “Company”), proposes to sell to

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 5, 2021 (February 5, 2021) CC NEUBERGER PRINCIPAL HOLDINGS III (Exact name of registrant as specified in its charter) Cayman Islands 001-39984 98-1552405 (State or ot

Letter Agreement, dated February 5, 2021, among the Company, the Sponsor and the Company’s officers and directors.

Exhibit 10.1 February 5, 2021 CC Neuberger Principal Holdings III 200 Park Avenue, 58th Floor New York, New York 10166 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among CC Neuberger Principal Holdings III, a Cayman Islands exempted c

Amended and Restated Memorandum and Articles of Association of the Company.

Exhibit 3.1 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF CC Neuberger Principal Holdings III (adopted by special resolution dated [February 2, 2021] and effective on [February 2, 2021]) THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASS

Administrative Services Agreement, dated February 5, 2021, between the Company and the Sponsor.

Exhibit 10.5 CC NEUBERGER PRINCIPAL HOLDINGS III 200 Park Avenue, 58th Floor New York, NY 10166 February 5, 2021 CC Neuberger Principal Holdings III Sponsor LLC 200 Park Avenue, 58th Floor New York, NY 10166 Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the

Registration and Shareholder Rights Agreement, dated February 5, 2021, among the Company, the Sponsor and certain other security holders named therein.

Exhibit 10.3 REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of February 5, 2021, is made and entered into by and among CC Neuberger Principal Holdings III, a Cayman Islands exempted company (the “Company”), CC Neuberger Principal Holdings III Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and each in

Private Placement Warrants Purchase Agreement, dated February 5, 2021, between the Company and the Sponsor.

EX-10.4 8 tm2029434d13ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of February 5, 2021, is entered into by and between CC Neuberger Principal Holdings III, a Cayman Islands exempted company (the “C

Forward Purchase Agreement, dated February 5, 2021, between the Company and Neuberger Berman Opportunistic Capital Solutions Master Fund LP.

EX-10.6 10 tm2029434d13ex10-6.htm EXHIBIT 10.6 Exhibit 10.6 FORWARD PURCHASE AGREEMENT This Forward Purchase Agreement (this “Agreement”) is entered into as of February 5, 2021, by and among CC Neuberger Principal Holdings III, a Cayman Islands exempted limited company (the “Company”), and the party listed as the purchaser on the signature page hereof (the “Purchaser”). WHEREAS, the Company was in

$350,000,000 CC Neuberger Principal Holdings III 35,000,000 Units

TABLE OF CONTENTS  Filed Pursuant to Rule 424(b)(4)  Registration No. 333-252104 PROSPECTUS $350,000,000 CC Neuberger Principal Holdings III 35,000,000 Units CC Neuberger Principal Holdings III is a newly incorporated blank check company incorporated as a Cayman Islands exempted company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or simi

- 8-A12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 CC NEUBERGER PRINCIPAL HOLDINGS III (Exact Name Of Registrant As Specified In Its Charter) Cayman Islands 98-1552405 (State of incorporation or organization) (I.

SUBJECT TO COMPLETION, DATED FEBRUARY 1, 2021

TABLE OF CONTENTS The information in this preliminary prospectus is not complete and may be changed.

Promissory Note, dated as of December 31, 2020, issued to CC Neuberger Principal Holdings III Sponsor LLC.

EX-10.6 16 tm2029434d5ex10-6.htm EXHIBIT 10.6 Exhibit 10.6 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTOR

Form of Indemnity Agreement.

EX-10.5 15 tm2029434d5ex10-5.htm EXHIBIT 10.5 Exhibit 10.5 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of January [●], 2021, by and between CC Neuberger Principal Holdings III, a Cayman Islands exempted company (the “Company”), and (“Indemnitee”). WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers o

Form of Administrative Services Agreement between the Registrant and CC Neuberger Principal Holdings III Sponsor LLC.

Exhibit 10.8 CC NEUBERGER PRINCIPAL HOLDINGS III 200 Park Avenue, 58th Floor New York, NY 10166 January [●], 2021 CC Neuberger Principal Holdings III Sponsor LLC 200 Park Avenue, 58th Floor New York, NY 10166 Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the

Form of Underwriting Agreement.

EX-1.1 2 tm2029434d5ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 CC Neuberger Principal Holdings III 35,000,000 Units Ordinary Shares Warrants UNDERWRITING AGREEMENT New York, New York January [·], 2021 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 As Representative of the several Underwriters Ladies and Gentlemen: CC Neuberger Principal Holdings III, a Cayman Islands exempted c

- S-1/A

S-1/A 1 tm2029434-4s1a.htm S-1/A As filed with the U.S. Securities and Exchange Commission on January 26, 2021 under the Securities Act of 1933, as amended. Registration No. 333-252104 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 CC NEUBERGER PRINCIPAL HOLDINGS III (Exact name of registra

Specimen Unit Certificate.

EX-4.1 5 tm2029434d5ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 SPECIMEN UNIT CERTIFICATE NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CC Neuberger Principal Holdings III CUSIP [ ] UNITS CONSISTING OF ONE CLASS A ORDINARY SHARE AND ONE-FIFTH OF ONE REDEEMABLE WARRANT TO PURCHASE ONE CLASS A ORDINARY SHARE THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) Class A ordina

Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant.

Exhibit 4.4 WARRANT AGREEMENT CC NEUBERGER PRINCIPAL HOLDINGS III and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated January [●], 2021 THIS WARRANT AGREEMENT (this “Agreement”), dated [●], 2021, is by and between CC Neuberger Principal Holdings III, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such

Form of Letter Agreement among the Registrant, CC Neuberger Principal Holdings III Sponsor LLC, and the other parties signatory thereto.

EX-10.1 11 tm2029434d5ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 January [●], 2021 CC Neuberger Principal Holdings III 200 Park Avenue, 58th Floor New York, New York 10166 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among CC Neuberger Prin

Form of Forward Purchase Agreement.

Exhibit 10.9 FORWARD PURCHASE AGREEMENT This Forward Purchase Agreement (this “Agreement”) is entered into as of [·], 2021, by and among CC Neuberger Principal Holdings III, a Cayman Islands exempted limited company (the “Company”), and the party listed as the purchaser on the signature page hereof (the “Purchaser”). WHEREAS, the Company was incorporated for the purpose of effecting a merger, shar

Form of Registration and Shareholder Rights Agreement among the Registrant, CC Neuberger Principal Holdings III Sponsor LLC and the Holders signatory thereto.

EX-10.3 13 tm2029434d5ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2021, is made and entered into by and among CC Neuberger Principal Holdings III, a Cayman Islands exempted company (the “Company”), CC Neuberger Principal Holdings III Sponsor LLC, a Delaware limited liabili

Securities Subscription Agreement, dated as of December 31, 2020, between CC Neuberger Principal Holdings III Sponsor LLC and the Registrant.

Exhibit 10.7 CC Neuberger Principal Holdings III 200 Park Ave., 58th Floor New York, NY 10166 August 11, 2020 CC Neuberger Principal Holdings III Sponsor LLC 200 Park Ave., 58th Floor New York, NY 10166 RE: Securities Subscription Agreement Gentlemen: This agreement (this “Agreement”) is entered into on August 11, 2020 by and between CC Neuberger Principal Holdings III Sponsor LLC, a Delaware limi

Specimen Ordinary Share Certificate.

EX-4.2 6 tm2029434d5ex4-2.htm EXHIBIT 4.2 Exhibit 4.2 SPECIMEN CLASS A ORDINARY SHARE CERTIFICATE NUMBER SHARES CC NEUBERGER PRINCIPAL HOLDINGS III INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS CLASS A ORDINARY SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [ ] This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE CLASS A ORDINARY SHARES OF THE PAR VALUE OF US$0.0001 EACH OF CC N

Form of Amended and Restated Memorandum and Articles of Association.

EX-3.2 4 tm2029434d5ex3-2.htm EXHIBIT 3.2 Exhibit 3.2 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF CC Neuberger Principal Holdings III (adopted by special resolution dated [Date] and effective on [date]) THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED

Memorandum and Articles of Association.

EX-3.1 3 tm2029434d5ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM AND ARTICLES OF ASSOCIATION OF CC Neuberger Principal Holdings III Auth Code: G24162327032 www.verify.gov.ky THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM OF ASSOCIATION OF CC Neuberger Principal Holdings I

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant.

Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of January [●], 2021 by and between CC Neuberger Principal Holdings III, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form

Form of Warrant Certificate

Exhibit 4.3 Form of Warrant Certificate [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW CC NEUBERGER PRINCIPAL HOLDINGS III Incorporated under the Laws of the Cayman Islands CUSIP [●] Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is the regi

Form of Private Placement Warrants Purchase Agreement between the Registrant and CC Neuberger Principal Holdings III Sponsor LLC.

Exhibit 10.4 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of [•], 2020, is entered into by and between CC Neuberger Principal Holdings III, a Cayman Islands exempted company (the “Company”), and CC Neuberger Principal Holdings III Spo

Form S-1, as originally filed with the Securities and Exchange Commission (the “Commission”) on January 14, 2021 (Registration No. 333-252104)

S-1 1 tm2029434-2s1.htm S-1 TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on January 14, 2021 under the Securities Act of 1933, as amended. Registration No. 333-         UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CC NEUBERGER PRINCIPAL HOLDINGS III (Exact name of registrant a

Consent of Keith W. Abell.

Exhibit 99.1 CONSENT OF KEITH W. ABELL CC Neuberger Principal Holdings III (the “Company”) intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to

This is a confidential draft submission to the United States Securities and Exchange Commission on August 27, 2020 under the Securities Act of 1933, as amended.

DRS 1 filename1.htm TABLE OF CONTENTS This is a confidential draft submission to the United States Securities and Exchange Commission on August 27, 2020 under the Securities Act of 1933, as amended. Registration No. 333-         UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CC NEUBERGER PRINCIPAL HOLDINGS II