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Description of Exhibit
−Removed: Underwriting Agreement, dated May 1, 2025, between the Company and Cantor Fitzgerald & Co.
−Removed: Amended and Restated Memorandum and Articles of Association of the Company.
−Removed: Warrant Agreement, dated May 1, 2025, between the Company and Continental Stock Transfer & Trust Company.
−Removed: Amended and Restated Promissory Note, effective as of March 31 , 2025, issued to CGC III Sponsor LLC.
−Removed: Letter Agreement, dated May 1, 2025, between the Company and CGC III Sponsor LLC.
−Removed: Letter Agreement, dated May 1, 2025, between the Company, CGC III Sponsor DirectorCo LLC and each director and executive officer of the Company.
−Removed: Investment Management Trust Agreement, dated May 1, 2025, between the Company and Continental Stock Transfer & Trust Company.
−Removed: Registration Rights Agreement, dated May 1, 2025, among the Company and certain security holders.
−Removed: Private Placement Warrants Purchase Agreement, dated May 1, 2025, between the Company and CGC III Sponsor LLC.
−Removed: Private Placement Warrants Purchase Agreement, dated May 1, 2025, between the Company and Cantor Fitzgerald & Co.
−Removed: Administrative Services Agreement, dated May 1, 2025, between the Company and CGC III Sponsor LLC.
−Removed: Form of Indemnity Agreement, dated May 1, 2025.
+Added: Amendment to Business Combination Agreement, dated as of March 26, 2026, by and among the Cartesian Growth Corporation III, Fenway MS, Inc.
+Added: and Factorial Inc.
+Added: Amendment to Sponsor Support Agreement, dated as of March 26, 2026, by and among CGC III Sponsor LLC and Factorial Inc.
Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
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(1) Incorporated by reference to an exhibit to the Company’s Current Report on Form 8-K (File No.
−Removed: 001-42629), filed with the SEC on May 7, 2025.
−Removed: (2) Incorporated by reference to an exhibit to the Company’s Registration Statement on Form S-1/A (File No.
−Removed: 333-284565), filed with the SEC on April 14, 2025.
+Added: 001-42629), filed with the SEC on March 27, 2026.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
CARTESIAN GROWTH CORPORATION III
−Removed: November 14, 2025
Chief Executive Officer
(Principal Executive Officer)
−Removed: November 14, 2025
/s/ Rafael de Luque
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.