Live Oak Acquisition Corp. V Amends Teamshares Merger to Add Liquidation Preference Election

TL;DR: Live Oak Acquisition Corp. V and Teamshares amended their merger agreement to let preferred shareholders elect liquidation preference instead of converting to common stock. The change could affect payout priority in a liquidation event.

Live Oak Acquisition Corp. V (ticker: LOKV) is a Cayman‑Islands SPAC that raised $210 million in its 2025 IPO and is seeking to combine with Teamshares, a Delaware‑based platform that invests in small service businesses. As of May 12, 2026, LOKV closed at $10.15 on the Nasdaq, up 0.8% for the day, giving it a market capitalization of roughly $410 million—below the typical post‑deal SPAC average of about $500 million.

The second amendment, executed on May 13, 2026, adds a provision that allows certain preferred stock holders to elect liquidation preference treatment rather than exchanging their shares for common stock in the merger. Teamshares must implement these elections before completing the preferred stock exchange, meaning holders can opt to receive cash or assets ahead of common shareholders if the company is liquidated.

Liquidation preference gives preferred holders a first claim on proceeds, typically returning their original investment plus any accrued dividends before common equity receives anything. By allowing an election, the amendment provides flexibility for investors who prefer a guaranteed return over potential upside from common stock ownership.

The adjustment may reduce potential dilution for common shareholders while offering preferred investors a downside safeguard, a structure seen in roughly 30 % of recent SPAC mergers. Market participants will assess whether the added protection makes the deal more attractive to risk‑averse investors.

Investors will watch whether Teamshares implements the election process by the expected closing date and how the adjusted terms affect the final share price.