SCHEDULE: Linden Entities Disclose 5.1% Stake in Twelve Seas III

Linden Advisors LP and Siu Min Wong have disclosed a 5.1% beneficial ownership stake in Twelve Seas Investment Company III, primarily through Linden Capital L.P. and separately managed accounts.

Summary

• Linden Advisors LP and Siu Min Wong collectively beneficially own 900,000 Class A ordinary shares of Twelve Seas Investment Company III, representing approximately 5.1% of the class outstanding.
• This ownership includes 861,804 shares held by Linden Capital L.P. and 38,196 shares held in separately managed accounts.
• Linden Capital L.P. and its general partner, Linden GP LLC, beneficially own 861,804 Class A ordinary shares, representing approximately 4.9% of the class outstanding.
• Linden GP LLC is the general partner of Linden Capital L.P., and Linden Advisors LP is the investment manager for Linden Capital L.P. and the separately managed accounts.
• Siu Min Wong is identified as the principal owner and controlling person of both Linden Advisors LP and Linden GP LLC.
• The filing certifies that the securities were acquired and are held for passive investment purposes, without the intent to change or influence the control of Twelve Seas Investment Company III.

Sentiment

Score: 5

Explanation: Neutral, as this is a standard regulatory disclosure of a passive investment, neither inherently positive nor negative for the issuer's operational or financial performance.

Positives

• Demonstrates institutional investor interest in Twelve Seas Investment Company III, with Linden Advisors LP and Siu Min Wong holding a 5.1% stake.
• The investment is declared as passive, indicating no immediate intent to influence or change the control of the issuer.

Future Outlook

This filing is a disclosure of beneficial ownership and does not provide any forward-looking statements or guidance regarding the issuer's future performance or operations. The reporting persons certify their passive investment intent.

Industry Context

Twelve Seas Investment Company III is likely a Special Purpose Acquisition Company (SPAC), given its name and the nature of its Class A ordinary shares. Schedule 13G filings are routine disclosures when an institutional investor or group acquires a passive stake exceeding 5% in a publicly traded company, including SPACs. This indicates a significant, but passive, investment by the Linden entities in the SPAC.

Stakeholder Impact

• Shareholders of Twelve Seas Investment Company III are informed of a significant passive institutional investor group holding a 5.1% stake, which could be perceived as a vote of confidence.
• Management of Twelve Seas Investment Company III is aware of this significant shareholder group, though the passive nature of the investment suggests no immediate pressure for operational changes.

Key Dates

Keywords

Twelve Seas Investment Company III, Linden Capital L.P., Linden GP LLC, Linden Advisors LP, Siu Min Wong, Schedule 13G, beneficial ownership, Class A ordinary shares, investment disclosure, passive investment