<div><div></div><div>Spring Valley Acquisition III announced a series of agreements to combine with General Fusion and finance the transaction. The Business Combination Agreement contemplates SVIII's continuation to British Columbia, an amalgamation with a NewCo, and a post-closing name change to General Fusion, with approximately 60,000,000 shares to be issued and up to 12,500,000 earnout shares tied to share price milestones. A Sponsor Letter supports the deal and aligns incentives, while Voting and Support Agreements secure key shareholder approvals. At closing, Registration Rights and Lock-Up Agreements will facilitate orderly liquidity. In parallel, Subscription Agreements provide a PIPE financing of 10,556,367 units at $10.20 per unit, each with a convertible preferred share and warrant.Agreement 1: Spring Valley Acquisition III Signs Business Combination Agreement With General Fusion<ul><li>Agreement type: Business Combination Agreement</li><li>Counterparty: General Fusion</li><li>Signed / Effective: Jan 21 2026 / same</li><li>Duration / Termination: Until closing</li><li>Reason: Combine with General Fusion and list on a U.S. exchange</li></ul>Agreement 2: Spring Valley Acquisition III Signs Sponsor Letter Agreement With Spring Valley Acquisition Sponsor III<ul><li>Agreement type: Sponsor Letter Agreement</li><li>Counterparty: Spring Valley Acquisition Sponsor III</li><li>Signed / Effective: Jan 21 2026 / same</li><li>Duration / Termination: Through closing and post-closing earnout periods</li><li>Reason: Align sponsor incentives and secure support for the merger</li></ul>Agreement 3: Spring Valley Acquisition III Signs Voting and Support Agreement With General Fusion Securityholders<ul><li>Agreement type: Voting and Support Agreement</li><li>Counterparty: General Fusion Securityholders</li><li>Signed / Effective: Jan 21 2026 / same</li><li>Duration / Termination: Until closing</li><li>Reason: Secure shareholder approvals for the transaction</li></ul>Agreement 4: Spring Valley Acquisition III Signs Registration Rights Agreement With Sponsor and General Fusion Holders<ul><li>Agreement type: Amended and Restated Registration Rights Agreement</li><li>Counterparty: Sponsor and General Fusion Securityholders</li><li>Signed / Effective: Jan 21 2026 / same</li><li>Duration / Termination: Ongoing until resale registration fulfilled</li><li>Reason: Provide liquidity to key holders post-merger</li></ul>Agreement 5: Spring Valley Acquisition III Signs Lock-Up Agreements With General Fusion Securityholders<ul><li>Agreement type: Lock-Up Agreements</li><li>Counterparty: General Fusion Securityholders</li><li>Signed / Effective: Jan 21 2026 / same</li><li>Duration / Termination: 180 days after closing</li><li>Reason: Promote orderly trading following the merger</li></ul>Agreement 6: Spring Valley Acquisition III Signs Subscription Agreements With Anchor PIPE Investor and Other Accredited Investors<ul><li>Agreement type: PIPE Subscription Agreements for preferred shares and warrants</li><li>Counterparty: Anchor PIPE Investor and other accredited investors</li><li>Signed / Effective: Jan 21 2026 / same</li><li>Duration / Termination: At closing</li><li>Reason: Provide committed financing to support the business combination</li></ul>Original SEC Filing: Spring Valley Acquisition Corp. III [ SVAC ] - 8-K - Jan. 23, 2026<section>Disclaimer<div>This is an AI-powered summary. It may contain inaccuracies. Consider verifying important information with the source. Please note this summary is solely based on documents filed with the SEC.</div></section></div></div>

SVAC

Spring Valley Acquisition III has signed multiple agreements to merge with General Fusion, including a Business Combination Agreement, Sponsor Letter, Voting and Support Agreements, Registration Rights, Lock-Up Agreements, and Subscription Agreements. The merger will involve approximately 60 million shares and up to 12.5 million earnout shares. The agreements aim to secure shareholder approvals, align incentives, and provide financing through PIPE investments. The transaction is set to continue in British Columbia and will result in a name change to General Fusion post-closing.

Spring Valley Acquisition III Signs Multiple Material Agreements