Blue Water Acquisition Corp. III Amends Working Capital Note to $750K

What Happened Blue Water Acquisition Corp. III (BLUW) announced on Aug. 12, 2026 (note dated Aug. 11, 2026) that it amended and restated a prior working capital convertible promissory note with its sponsor, Yorkville BW Acquisition Sponsor, LLC. The original note (issued Jan. 26, 2026) was for $500,000; the sponsor advanced an additional $250,000 on Aug. 11, 2026, and the company issued an Amended and Restated Working Capital Note increasing the aggregate principal to $750,000.

Key Details

• Amended note principal: $750,000 (replaces and supersedes the prior $500,000 note).
• Date: Amended and restated note issued Aug. 11, 2026 (Prior Note issued Jan. 26, 2026).
• Interest and payment: Principal does not accrue interest; payable on the earlier of the closing of the company’s initial business combination or the company’s winding up.
• Conversion: Sponsor may elect to convert all or part of the principal at closing of the initial business combination into units at $10.00 per unit (units like the private placement units from the IPO), rounded down to the nearest whole unit.
• Related-party: Note is between BLUW and its sponsor, Yorkville BW Acquisition Sponsor, LLC; the full note is filed as Exhibit 10.1.

Why It Matters This amendment provides BLUW with additional working capital ($250,000 more) but also increases related-party obligations by $750,000 in total. For investors, the note carries no interest but could dilute equity if the sponsor converts principal into units at $10 per unit upon a business combination. The note’s repayment is tied to the company’s timeline for completing a merger or winding up, which affects both cash needs and potential post-combination capitalization.