Press Releases March 30, 2026

Legato Merger Corp. III Announces Receipt of Audit Opinion with Going Concern Explanation

Legato Merger Corp. III announces audit opinion with going concern note amid planned merger with Einride AB

By Maya Rios LEGT
Legato Merger Corp. III Announces Receipt of Audit Opinion with Going Concern Explanation
LEGT

Legato Merger Corp. III disclosed that its audited financial statements contain a going concern explanatory paragraph by its independent auditors, as previously reported. The company reiterated no changes to its financial statements and highlighted the pending business combination with Einride AB, expected to close in the first half of 2026, which will bring Einride public via Legato's listing on the NYSE American exchange.

Key Points

  • Audit opinion includes going concern explanatory paragraph indicating uncertainty about the company's ability to continue without a merger or additional funding.
  • Legato Merger Corp. III is a special purpose acquisition company (SPAC) formed for business combinations, currently pursuing a merger with Einride AB.
  • Completion of the merger is anticipated in the first half of 2026 and aims to list Einride publicly on the NYSE, subject to regulatory approvals.

NEW YORK, March 30, 2026 (GLOBE NEWSWIRE) -- Legato Merger Corp. III (NYSE American: LEGT U, LEGT, LEGT WS) (the “Company”) announced that, as previously disclosed in its Annual Report on Form 10-K for the year ended November 30, 2025, which was filed on February 10, 2026 with the Securities and Exchange Commission, the audited financial statements contained an audit opinion from its independent registered public accounting firm that included an explanatory paragraph related to the Company’s ability to continue as a going concern. See further discussion in Note 1 to the Company’s financial statements included in the Company’s Annual Report on Form 10-K. This announcement is made pursuant to NYSE American LLC Company Guide Sections 401(h) and 610(b), which requires public announcement of the receipt of an audit opinion containing a going concern paragraph. This announcement does not represent any change or amendment to the Company’s financial statements or to its Annual Report on Form 10-K for the year ended November 30, 2025.

Legato Merger Corp. III is a Cayman Islands exempted company incorporated for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities. As previously announced, Legato Merger Corp. III has entered into a definitive business combination agreement for a proposed business combination with Einride AB (the “Transaction”) that would result in Einride becoming a NYSE-listed public company. The Transaction was unanimously approved by the Boards of Directors of Legato Merger Corp. III and Einride AB. Completion of the Transaction is anticipated to occur in the first half of 2026 subject to customary closing conditions, including regulatory approvals.

FORWARD-LOOKING STATEMENTS

This press release contains statements that constitute “forward-looking statements.” Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s Annual Report on Form 10-K for the year ended November 30, 2025 filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

Contacts:
Gregory Monahan
Chief Executive Officer
Legato Merger Corp. III
(212) 319-7676


Risks

  • Going concern explanatory paragraph reflects financial uncertainty or funding and operational risks prior to completing the business combination, impacting investor confidence.
  • The completion of the merger depends on customary closing conditions, including regulatory approvals, which may not be guaranteed.
  • Market conditions and operational challenges of Einride AB post-merger may affect financial performance and shareholder value.

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