🔥 What This Document Is

This is Live Oak Acquisition Corp. V's 10-K annual report, a mandatory filing with the SEC that provides a comprehensive overview of the company's business and financial condition for the fiscal year ended December 31, 2025. Think of it as a detailed annual check-up report card.

For this company, the report is especially important because it's a SPAC (Special Purpose Acquisition Company), also known as a "blank check company." Its whole purpose is to merge with or acquire another business. The big news in this report is that they've announced a specific merger target.

👉 Key Takeaway: This isn't a typical company report. It's a progress update for a shell company that's in the process of turning into a real, operating business through a merger.

🏢 What The Company Does

In simple terms, Live Oak V is a shell company created solely to find and merge with a promising private business. It has no real operations, employees, or products of its own. It raised money from investors through an IPO (Initial Public Offering) and now holds that cash in a trust account while it searches for a target.

Industry: It operates in the SPAC/blank check company sector of finance.
Current Target: The company has entered into a definitive agreement to merge with Teamshares, a company that buys and operates small businesses. This is called the "Teamshares Business Combination."
Leadership: The CEO and driving force is Richard J. Hendrix.

👉 Why it matters: You're not investing in a business here, you're investing in a management team's ability to find and close a good deal. The value of your investment hinges almost entirely on the success of the upcoming merger with Teamshares.

💰 Financial Highlights

Since Live Oak V is a pre-merger SPAC, its financials are simple and revolve around the cash it holds.

Cash in the Trust Account: As of December 31, 2025, there was $239,042,295 held in trust for shareholders. This is the money that will be used for the merger and potential redemptions.
Redemption Price: The approximate price per share that public shareholders can redeem for their share of the trust account is $10.39 (before any taxes).
Share Structure:
- Class A Ordinary Shares (LOKV): 23,000,000 shares outstanding (these are the publicly traded shares).
- Class B Ordinary Shares: 5,750,000 shares outstanding (these are primarily held by the sponsor and will convert into Class A shares after the merger).
- Public Warrants (LOKVW): To buy shares at $11.50 each.

👉 Key Takeaway: The company's main asset is its $239 million war chest in trust. The key financial metric for shareholders is the $10.39 redemption value, which acts as a price floor before the merger vote.

🚀 Key Moves: The Teamshares Merger

The dominant event in this report is the announced merger with Teamshares.

Announcement Date: The merger agreement was signed on November 14, 2025.
Deal Structure: It's a "business combination" where Teamshares will become a public company by merging into Live Oak V.
Financing: The deal is backed by PIPE (Private Investment in Public Equity) financing, where investors have agreed to buy shares concurrently with the merger.
Regulatory Approval: The merger requires a shareholder vote and must satisfy the "80% Test" (the target's value must be at least 80% of the trust account's value, which the company says is satisfied).

👉 Why it matters: This is the entire point of the SPAC's existence. Completing this merger will transform Live Oak V from a cash shell into a public company owning Teamshares' small business operations.

📦 Financial Position & Structure

The company's balance sheet is straightforward because it's a shell.

Assets: Almost entirely cash and cash equivalents, with the bulk being in the Trust Account.
Liabilities: Minimal operational liabilities, mostly related to deferred underwriting fees and expenses from the IPO.
Dilution Warning: The report clearly states that the Sponsor and insiders bought Founder Shares at a very low price. This creates significant potential dilution for public shareholders when those shares convert after the merger.

👉 Key Takeaway: The financial position is defined by trapped cash waiting for a merger and a dilution structure that heavily favors the original sponsors.

⚖️ Big Picture: Strengths & Risks

👍 Strengths:

Proven Sponsor Team: Management has experience in investing and operating businesses.
Clear Target Identified: They've moved from "searching" to a specific deal with Teamshares.
Capital Available: The ~$239 million in trust provides substantial firepower for the merger.
Public Company Status: Offers the target (Teamshares) a faster path to being public than a traditional IPO.

⚠️ Risks:

Deal Completion Risk: The Teamshares merger might fail due to shareholder redemptions, financing issues, or other conditions not being met.
Execution Risk: If the merger succeeds, the success of Teamshares' business model (buying and running small businesses) is far from guaranteed.
Redemption Overhang: Public shareholders can choose to redeem their shares for ~$10.39 before the merger, which would drain cash from the deal and potentially jeopardize it.
Limited Diversification: After the merger, the company's success will be tied to a single business line.
Conflicts of Interest: The Sponsor's low-cost shares create an incentive to close a deal even if it's not ideal for public shareholders.

🔮 What's Next

The company's immediate future is a single, critical path:

File Proxy Materials: They will send documents to shareholders asking them to vote on approving the Teamshares merger.
Shareholder Vote & Redemption Deadline: Shareholders will vote on the deal and can elect to redeem their shares before a set date.
Merger Closing: If approved and other conditions are met, the merger will close. Live Oak V will be renamed and will begin operating as the combined company with Teamshares' business.
If It Fails: If the merger isn't completed, the company will look for another target or liquidate and return the trust account cash to shareholders.

🧠 The Analogy

Think of Live Oak V as a matchmaking app for businesses. The app (the SPAC) was created by a team (Management), raised a pool of money (the Trust Account), and has now proposed a match (Teamshares). The shareholders (users) get to vote on whether to approve the match. If they don't like it, they can take their share of the pool and leave (redemption) before the wedding (merger) happens.

📇 Key Contacts & People

Richard J. Hendrix: Chief Executive Officer and Director
Daniel G. Fishman: Chief Financial Officer and Director
Robert M. Wunderlich: Director
Director(s): The board includes independent directors as required.
Address: 4921 William Arnold Road, Memphis, TN 38117
Phone: (901) 270-3107

🧩 Final Takeaway

Live Oak V is a SPAC on the brink of transformation. Its entire existence and your investment as a shareholder now depend almost completely on the successful shareholder vote and completion of its merger with Teamshares. The report's details are less about past performance and more about setting the stage for this pivotal vote.

Live Oak Acquisition Corp. V — 10-K Filing