Company Description

We are a blank check company incorporated on July 26, 2024 under the name “CSLM Acquisition Corporation II, Ltd” as a Cayman Islands exempted company, and re-named “CSLM Digital Asset Acquisition Corp III, Ltd” by special resolution, on May 23, 2025, with no material operations of our own and formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses, which we refer to throughout this prospectus as our initial business combination. We have not selected any business combination target, and we have not, nor has anyone on our behalf, initiated any substantive discussions, directly or indirectly, with any business combination target. While we may pursue an initial business combination in any business or industry, we expect to focus on sectors aligned with the ongoing digitization of financial infrastructure. These include digital assets, Web3 technologies, financial services infrastructure, and other blockchain-driven business models. Additionally, we will maintain a strong emphasis on companies based in or focused on emerging and frontier markets. Our efforts to identify a potential initial business combination target will focus on companies operating in the “new economy sectors”, which we broadly define as those in technology, financial services, or media and that are located in Frontier Growth Markets (as defined herein). While we may pursue an initial business combination opportunity in any country or sector, we intend to capitalize on decades of experience of our management team and board to identify, acquire and manage a business or businesses that we believe can benefit from their long-established relationships and expertise of having operated a successful investment management business in these regions. Our management team and board have extensive experience in identifying and executing investments at the global scale successfully across a number of sectors, and countries less followed by traditional investment managers. Given our management team and board members’ perspective on technology, quantum computing and other growth industries, having looked at over a thousand acquisition targets over the past decade, we will be examining in particular opportunities in artificial intelligence (“AI”) as well as in the rapidly growing crypto and decentralized finance (“DeFi”) areas. --- Our Sponsor is CSLM Acquisition Sponsor II, Ltd, a Cayman Islands exempted company, which was incorporated on July 26, 2024 to invest in our Company. Although our Sponsor is permitted to undertake any activities permitted under the Companies Act and other applicable law, our Sponsor’s business is focused on investing in our Company. Our Sponsor is managed by its two directors, Charles Cassel and Vikas Mittal and is legally and beneficially owned (i) 50% by Samara CSLM LLC and (ii) 49% by Consilium Investment Capital Inc. Consilium Investment Capital Inc., a Florida corporation, is legally and beneficially owned 50% by Charles Cassel and 50% by Jonathan Binder. Samara CSLM LLC, a Delaware limited liability company, is legally and beneficially owned solely by Vikas Mittal and his immediate family. Upon the closing of this offering, certain non-managing Sponsor investors will own certain securities in our Sponsor. Our Sponsor is an affiliate of Consilium Investment Management LLC (“CIM”), an SEC-registered investment management firm headquartered in Fort Lauderdale, Florida. Given our affiliation with CIM, we intend to capitalize on its global platform and investment expertise which we believe, together with the extensive experience of our management team, well positions our Company to be the partner of choice for quality Frontier Growth companies seeking public Sponsorship. CIM is not being compensated by us for any general diligence, administrative and advisory support we may receive in the sourcing of potential targets for our initial business combination or in its general role as advisor. Our Sponsor is advised by Meteora Capital, an investment adviser specializing in SPAC-related investments. Vikas Mittal is the Managing Member and Chief Investment Officer of Meteora Capital. Meteora will act as an advisor to the Company in connection with this offering but has not entered into any formal agreement with the Company and will not receive any compensation for such role. Meteora Capital’s principals have previous experience across the full lifecycle of SPACs, from the initial public offering to the de-SPAC business combination process. Meteora Capital will provide resources including a network of relationships, extensive SPAC knowledge base and a standardized SPAC operating system to streamline the business combination process. Meteora Capital’s ability to invest across the entire SPAC capital structure (risk capital, primary market, secondary market, PIPEs, convertible notes and other special situations) has created an end-to-end platform and partner to SPAC sponsors. Furthermore, Meteora Capital has diverse sector experience across digital assets, technology, media & telecommunications, fintech, energy, consumer & retail, business & distribution services, healthcare, aerospace & defense. Meteora Capital believes that its access to numerous private equity and venture capital backed private companies provides a robust pipeline for potential acquisition candidates. --- We are a Cayman Islands exempted company incorporated on July 26, 2024 under the name “CSLM Acquisition Corporation II, Ltd”, and re-named “CSLM Digital Asset Acquisition Corp III, Ltd” by special resolution, on May 23, 2025. Our executive offices are located at 2400 E. Commercial Boulevard, Suite 900, Ft. Lauderdale, FL 33308 and our telephone number is (954) 315-9380.