Live Oak Acquisition Corp. V (NASDAQ: LOKV) Files 8-K Detailing Business Combination and Shareholder Actions
MEMPHIS, TN – June 9, 2026: Live Oak Acquisition Corp. V (NASDAQ: LOKV), a publicly traded special purpose acquisition company (SPAC), has filed a Form 8-K with the Securities and Exchange Commission (SEC) announcing key developments related to its proposed business combination with Teamshares. This filing includes the text of a Non-Redemption Agreement and important information for investors and shareholders as the company moves closer to a transformative transaction.
Key Highlights from the Filing
- Business Combination with Teamshares: Live Oak has entered into a definitive agreement to combine with Teamshares, a transaction that, upon closing, will result in Teamshares becoming a publicly traded company through the vehicle of Live Oak Acquisition Corp. V.
- SEC Registration and Proxy Statement: The Registration Statement on Form S-4 related to the proposed business combination has been declared effective by the SEC. Live Oak will hold an extraordinary general meeting for shareholders to vote on the business combination and related proposals. Shareholders are urged to read the Proxy Statement and other materials filed with the SEC for detailed information on how to vote and attend the meeting.
- Non-Redemption Agreement: The company has executed a form of Non-Redemption Agreement with certain shareholders. Under this agreement, participating shareholders agree not to redeem their shares in connection with the business combination, which is intended to support deal certainty and the capital structure of the combined entity. The agreement includes transfer restrictions and the possibility of sponsor share transfers as incentives for non-redemption.
- Trading and Securities Information:
- Securities Listed:
- Class A ordinary shares, par value \$0.0001 per share (Trading Symbol: LOKV), listed on the Nasdaq Stock Market LLC.
- Warrants (Trading Symbol: LOKVW), each whole warrant exercisable for one Class A ordinary share at an exercise price of \$11.50 per share, also listed on Nasdaq.
- Emerging Growth Company: Live Oak has indicated it qualifies as an emerging growth company under SEC rules.
- Securities Listed:
- Forward-Looking Statements: The filing contains numerous forward-looking statements regarding the expectations, strategies, and potential outcomes of the proposed business combination. The company cautions investors that actual results may differ materially from current expectations due to a variety of risks, including but not limited to: the outcome of the transaction, the success of integration, regulatory approvals, business performance post-merger, and the level of redemptions by public shareholders.
- Exhibits: The principal exhibit is the Form of Non-Redemption Agreement, which details terms and restrictions for shareholders who agree not to redeem their shares.
Important Shareholder Considerations and Potential Price-Moving Factors
- Shareholder Vote and Meeting: The upcoming extraordinary general meeting and the shareholder vote on the proposed business combination are critical events. Approval of the transaction could unlock significant value or, conversely, failure to approve could adversely affect the share price.
- Non-Redemption Commitments: The Non-Redemption Agreement is designed to reduce uncertainty around the number of shares to be redeemed, which can significantly affect the capital structure and liquidity of the combined entity. Lower redemptions generally support a higher cash balance post-merger, which is positive for the combined company’s financial flexibility and growth prospects.
- Potential Share Transfers: As an incentive for non-redemption, the agreement contemplates the transfer of sponsor shares to participating shareholders. The specifics of these transfers, and the number of shares involved, could be material to certain investors.
- Regulatory and Market Risks: The filing highlights possible changes in applicable laws, the ability to raise additional capital, and market evolution as risks that could impact the combined company’s performance.
- Emerging Growth Company Status: Live Oak’s status as an emerging growth company may have implications for regulatory compliance and financial reporting, which could affect investor perception and valuation.
Additional Details from the Filing
- The Non-Redemption Agreement authorizes Live Oak to place a stop transfer order and legend on the subject shares to ensure compliance with the agreement.
- Shareholders participating in the agreement represent that they have received all requested information regarding Live Oak, Teamshares, and the proposed transaction, and are making their decision based on their own investigation and due diligence.
- Each party bears its own fees and expenses in connection with the transaction.
- No offer or solicitation of securities is being made except through the official prospectus as required under Section 10 of the Securities Act of 1933.
What Investors Should Watch For
- Shareholder Approval: The outcome of the extraordinary general meeting and the level of shareholder support for the business combination will be a major price catalyst.
- Redemption Levels: A higher or lower than expected level of redemptions could significantly impact the post-merger financial profile, liquidity, and ultimately, the valuation of the combined company.
- Regulatory Approvals and Disclosures: Any additional disclosures, regulatory updates, or changes to the transaction terms could move the share price.
Disclaimer: This article is for informational purposes only and does not constitute an offer to buy or sell any securities. The information is based on the company’s SEC filings and may involve forward-looking statements subject to risks and uncertainties. Investors should conduct their own due diligence and consult with their financial advisors before making investment decisions. No guarantee is made as to the accuracy or completeness of this information, nor should it be construed as investment advice. Past performance is not indicative of future results.
