Lakeshore Acquisition III Corp. filed an 8-K reporting entry into a merger agreement dated May 22, 2026 with CPRO Electronics Holding Limited (BVI), CPRO Electronics Co., Ltd. (South Korea), CPRO Holding Limited (Cayman Purchaser), and LCCC Merger Sub Inc. A joint press release is furnished as Exhibit 99.1; the Merger Agreement is Exhibit 2.1. Structure is a reincorporation merger of Parent into Purchaser, then an acquisition merger of Merger Sub into CPRO, with CPRO surviving as a wholly owned BVI sub of Purchaser. Aggregate base consideration to CPRO shareholders is US$185,000,000, paid entirely in newly issued Purchaser ordinary shares valued at $10.00. Base price steps down dollar-for-dollar if Target Group indebtedness immediately pre-close exceeds US$26,000,000. No fractional Purchaser shares; fractions round down. At reincorporation, units separate; each Parent ordinary share becomes one Purchaser ordinary share; each Parent right becomes a right to receive one-sixth of one Purchaser ordinary share at Closing. Units are disclosed as one ordinary share plus one right to one-sixth of one ordinary share (LCCCU / LCCC / LCCCR). Closing conditions are SPAC-standard: shareholder approvals, no injunction, F-4 effective, Nasdaq listing of Purchaser shares, plus target-side items including CPRO Korea reorganization, key-person employment agreements, and disclosure schedules. Outside date is the earlier of December 31, 2027 and start of Parent liquidation. Parties covenant commercially reasonable best efforts on a PIPE; no committed PIPE size is stated. At close, Purchaser may repurchase from Sponsor founder shares equal to 20% of Parent Closing Cash / $10.00, capped at 200,000 shares at $10.00. Support: Sponsor (RedOne Investment Limited) and certain CPRO holders signed a voting and support agreement. Forms of registration-rights and lock-up agreements are attached for execution at close (Sponsor/minority 180 days; larger holders 12 months, with a minority-release cap). Close-path (Pulse): definitive agreement is on file, support locked, long outside date, and an F-4/proxy path is covenanted—constructive for deal process versus a pre-DA silence tape. Cash (V): consideration is all-stock to sellers; trust cash still turns on redemptions and any PIPE that is not yet quantified; sponsor repurchase scales with Parent Closing Cash but does not add primary proceeds. Filing does not state trust balance, redemption outlook, PIPE amount or investors, CPRO financials beyond the $185mm / $26mm debt framework, a targeted close date, or that the F-4 has been filed. Termination and MAE mechanics are customary; schedules to the merger agreement are omitted from the exhibit.

Conversion 1/6