M3-Brigade Acquisition V Corp.
For the period ended Jul 7, 2025. Filed Jul 8, 2025.
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A notice of a major event between regular reports, such as results, a deal or a change of executives. It is often the first formal record of the news.
Jul 7, 2025 · Filed Jul 8, 2025
Contents
EX-99.2 · PROXY STATEMENT
proxy statement/prospectus that will be filed by the Company and M3 - Brigade, and other documents filed or to be filed by M3 - Brigade and the combined company from time to time with the SEC, as well as the list of risk factors included in the Appendix hereto. These filings and the Appendix do or will identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward - looking statements. There may be additional risks that neither M3 - Brigade or the Company presently know or that M3 - Brigade and the Company currently believe are immaterial that could also cause actual results to differ from those contained in the forward - looking statements. Strictly Confidential
3 Strictly Confidential Not for Distribution – For Discussion Purposes Only Forward - Looking Statements (Cont’d) Forward - looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward - looking statements, and none of the Parties or any of their Representatives assumes any obligation and do not intend to update or revise these forward - looking statements, whether as a result of new information, future events, or otherwise. None of the Parties or any of its Representatives gives any assurance that any of M3 - Brigade or the Company will achieve its expectations. The inclusion of any statement in this Presentation does not constitute an admission by M3 - Brigade, the Company or any other person that the events or circumstances described in such statement are material. Industry and Market Data This Presentation has been prepared by the Parties and their Representatives and includes market data and other statistical information from third - party industry publications and sources as well as from research reports prepared for other purposes and from filings of public companies in the crypto industry. Although the Parties believe these third - party sources are reliable as of their respective dates, none of the Parties or any of their respective Representatives has independently verified the accuracy or completeness at this information and cannot assure you of the data’s accuracy or completeness. Some data are also based on the Parties’ good faith estimates, which are derived from both internal sources and the third - party sources. None of the Parties or their Representatives make any representation or warranty with respect to the accuracy of such information. The Parties and their respective Representatives expressly disclaim any responsibility or liability for any damages or losses in connection with the use of such information herein. Accordingly, such information and data may not be included in, may be adjusted in, or may be presented differently in, any registration statement, prospectus, proxy statement or other report or document to be filed or furnished by M3 - Brigade or the Company, or any other report or document to be filed by the combined company following completion of the Proposed Business Combination with the SEC. Trademarks and Intellectual Property All trademarks, service marks, and trade names of any party or their respective affiliates used herein are trademarks, service marks, or registered trade names of such party or its respective affiliate, respectively, as noted herein. Any other product, company names, or logos mentioned herein are the trademarks and/or intellectual property of thew respective owners, and their use is not alone intended to, and does not alone imply, a relationship with any party, or an endorsement or sponsorship by or of any party. Solely for convenience, the trademarks, service marks and trade names referred to in this Presentation may appear without the ®, TM or SM symbols, but such references are not intended to indicate, in any way, that any party or the applicable rights owner will not assert, to the fullest extent under applicable law, their rights or the right of the applicable owner or licensor to these trademarks, service marks and trade names. Additional Information and Where to Find It In connection with the Proposed Business Combination, M 3 - Brigade and the Company intend to file relevant materials with the SEC, including a registration statement on Form S - 4 , which will include a document that serves as a joint prospectus and proxy statement, referred to as a proxy statement/prospectus . A proxy statement/prospectus will be sent to all M 3 - Brigade shareholders . M 3 - Brigade will also file other documents regarding the Proposed Transactions with the SEC . Before making any voting or investment decision, investors, shareholders and other interested persons of M3 - Brigade are urged to read the registration statement, the proxy statement/prospectus and all other relevant documents filed or that will be filed with the SEC in connection with Proposed Transactions carefully and in their entirety as they become available because they will contain important information about the Proposed Transactions. Investors and security holders will be able to obtain free copies of the registration statement, the proxy statement/prospectus and all other relevant documents filed or that will be filed with the SEC by M3 - Brigade through the website maintained by the SEC at www.sec.gov. The documents filed by M3 - Brigade and the Company with the SEC also may be obtained free of charge, once available, on the SEC’s website at www.sec.gov or by directing a request to: CC Capital 200 Park Avenue New York, New York 10166; e - mail CC - Capital@KARV.global. Participants in Solicitation M3 - Brigade, the Company and their respective directors and executive officers may be deemed under SEC rules to be participants in the solicitation of proxies from M3 - Brigade’s shareholders in connection with the Proposed Business Combination. A list of the names of such directors and executive officers, and information regarding their interests in the Proposed Business Combination and their ownership of M3 - Brigade’s securities are, or will be, contained in M3 - Brigade’s filings with the SEC. Additional information regarding the interests of the persons who may, under SEC rules, be deemed participants in the solicitation of proxies of M3 - Brigade’s shareholders in connection with the Proposed Business Combination, including and the names and interests of the Company’s directors and executive officers, will be set forth in the proxy statement/prospectus on Form S - 4 for the Proposed Business Combination, which is expected to be filed by the Company and M3 - Brigade with the SEC. You may obtain free copies of these documents as described in the preceding paragraph.
Strictly Confidential Not for Distribution – For 4 Discussion Purposes Only I. Executive Summary II. Cryptocurrency Thesis III. Investment Opportunity Overview IV. Appendix
5 Strictly Confidential Not for Distribution – For Discussion Purposes Only (1) Leadership team shown below represents the ReserveOne team that is expected to be in place upon consummation of the Proposed Business Combination. ▪ Former CEO of Hut 8; transformed a small - scale miner into one of North America’s largest digital asset platforms and the first public company to hold BTC on its balance sheet ▪ Board member of Riot Platforms, North America’s largest BTC mining facility ▪ Board member of Synteq Digital, a leading infrastructure architect for BTC mining operations, New West Data, and WonderFi Chief Executive Officer ▪ Former CFO of Polymath, where she helped pioneer real - world asset tokenization and blockchain - based securities ▪ Former CFO and Director of Brane Trust Company, a digital asset custodian that focused on institutional - grade crypto custody ▪ Currently serves as Director and
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.