M3-Brigade Acquisition V Corp.
For the period ended Dec 31, 2025. Filed Mar 12, 2026.
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FY2025 · Filed Mar 12, 2026
VLOS$10.70-0.1%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Balance Sheets as of December 31, 2025 and 2024
BALANCE SHEET
| December 31, 2025 | December 31, 2024 | |
|---|---|---|
| Assets: | ||
| Current assets | ||
| Cash | $1,175,051 | $821,188 |
| Prepaid expenses, current | 124,844 | 210,845 |
| Due from related party | 527 | — |
| Other assets | — | 41,250 |
| Total current assets | 1,300,422 | 1,073,283 |
| Long-term prepaid expense | — | 119,010 |
| Investments held in Trust Account | 306,880,908 | 294,617,243 |
| Total Assets | $308,181,330 | $295,809,536 |
| Liabilities, Ordinary Shares Subject to Possible Redemption and Shareholders’ Deficit | ||
| Current liabilities | ||
| Accrued offering costs | $— | $250,000 |
| Accrued expenses | 4,796,309 | 98,948 |
| Convertible promissory note – related party | 2,500,000 | — |
| Advances from related party | — | 378,757 |
| Total current liabilities | 7,296,309 | 727,705 |
| Deferred underwriting fee payable | 13,400,000 | 13,400,000 |
| Total Liabilities | 20,696,309 | 14,127,705 |
| Commitments and Contingencies (Note 6) | ||
| Class A ordinary shares subject to possible redemption, 28,750,000 shares at redemption value of approximately $10.67 and $10.25 per share as of December 31, 2025 and 2024, respectively | 306,880,908 | 294,617,243 |
| Shareholders’ Deficit | ||
| Preferred shares, $0.0001 par value; 1,000,000 shares authorized; none issued or outstanding as of December 31, 2025 and 2024 | — | — |
| Class A ordinary shares, $0.0001 par value; 200,000,000 shares authorized; none issued or outstanding (excluding 28,750,000 shares subject to possible redemption) as of December 31, 2025 and 2024 | — | — |
| Class B ordinary shares, $0.0001 par value; 20,000,000 shares authorized; 7,187,500 shares issued and outstanding as of December 31, 2025 and 2024 | 719 | 719 |
| Additional paid-in capital | — | — |
| Accumulated deficit | (19,396,606) | (12,936,131) |
| Total Shareholders’ Deficit | (19,395,887) | (12,935,412) |
| Total Liabilities, Ordinary Shares Subject to Possible Redemption and Shareholders’ Deficit | $308,181,330 | $295,809,536 |
STATEMENTS OF OPERATIONS
| For the Year Ended December 31, 2025 | For the Period from March 12, 2024 (Inception) Through December 31, 2024 | |
|---|---|---|
| General and operating costs | $6,484,916 | $453,416 |
| Loss from operations | (6,484,916) | (453,416) |
| Other (expense) income: | ||
| Interest earned on investments held in Trust Account | 12,263,666 | 5,679,743 |
| Total other income, net | 12,263,666 | 5,679,743 |
| NET INCOME | $5,778,750 | $5,226,327 |
| Weighted average shares outstanding of Class A ordinary shares | 28,750,000 | 14,813,559 |
| Basic and diluted net income per ordinary share, Class A ordinary shares | $0.16 | $0.24 |
| Weighted average shares outstanding of Class B ordinary shares | 7,187,500 | 6,733,051 |
| Basic net income per ordinary share, Class B ordinary shares | $0.16 | $0.24 |
| Weighted average shares outstanding of Class B ordinary shares | 7,187,500 | 7,187,500 |
| Diluted net income per ordinary share, Class B ordinary shares | $0.16 | $0.24 |
STATEMENTS OF CHANGES IN SHAREHOLDERS’ DEFICIT
FOR THE YEAR ENDED DECEMBER 31, 2025 AND
FOR THE PERIOD FROM MARCH 12, 2024 (INCEPTION) THROUGH DECEMBER 31, 2024
| Class A Ordinary Shares · Class B Ordinary Shares · Additional Paid-in · Accumulated · Total Shareholders’ | |||||||
|---|---|---|---|---|---|---|---|
| Shares | Amount | Shares | Amount | Capital | Deficit | Deficit | |
| Balance – March 12, 2024 (inception) | — | $— | — | $— | $— | $— | $— |
| Issuance of Class B ordinary shares to Sponsor | — | — | 7,187,500 | 719 | 24,281 | — | 25,000 |
| Accretion for Class A ordinary shares to redemption amount | — | — | — | — | (11,524,046) | (18,162,458) | (29,686,504) |
| Sale of 8,337,500 Private Placement Warrants | — | — | — | — | 8,337,500 | — | 8,337,500 |
| Fair value of Public Warrants at issuance | — | — | — | — | 3,421,250 | — | 3,421,250 |
| Allocated value of transaction costs to Class A shares | — | — | — | — | (258,985) | — | (258,985) |
| Net income | — | — | — | — | — | 5,226,327 | 5,226,327 |
| Balance – December 31, 2024 | — | — | 7,187,500 | 719 | — | (12,936,131) | (12,935,412) |
| Former Sponsor Contribution | — | — | — | — | 24,440 | — | 24,440 |
| Accretion for Class A ordinary shares to redemption amount | — | — | — | — | (24,440) | (12,239,225) | (12,263,665) |
| Net income | — | — | — | — | — | 5,778,750 | 5,778,750 |
| Balance – December 31, 2025 | — | $— | 7,187,500 | $719 | $— | $(19,396,606) | $(19,395,887) |
STATEMENTS OF CASH FLOWS
| For the Year Ended December 31, 2025 | For the Period from March 12, 2024 (Inception) Through December 31, 2024 | |
|---|---|---|
| Cash Flows from Operating Activities: | ||
| Net income | $5,778,750 | $5,226,327 |
| Adjustments to reconcile net income to net cash used in operating activities: | ||
| Formation costs paid by Sponsor in exchange for issuance of Class B ordinary shares | — | 5,454 |
| Payment of operation costs through promissory note | 51,898 | — |
| Payment of operation costs through advance from related party | 24,440 | 142,233 |
| Interest earned on investments held in Trust Account | (12,263,666) | (5,679,743) |
| Changes in operating assets and liabilities: | ||
| Other assets | 41,250 | (41,250) |
| Prepaid expenses | 205,012 | (254,856) |
| Due from related party | (527) | — |
| Accrued expenses | 4,697,361 | 98,948 |
| Net cash used in operating activities | (1,465,482) | (502,887) |
| Cash Flows from Investing Activities: | ||
| Investment of cash into Trust Account | — | (288,937,500) |
| Net cash used in investing activities | — | (288,937,500) |
| Cash Flows from Financing Activities: | ||
| Proceeds from sale of Units, net of underwriting discounts paid | — | 282,500,000 |
| Proceeds from sale of Private Placements Warrants | — | 8,337,500 |
| Payment of offering costs | (250,000) | (575,925) |
| Repayment of advances from related party | (430,655) | — |
| Proceeds from promissory note – related party | 2,500,000 | — |
| Net cash provided by financing activities | 1,819,345 | 290,261,575 |
| Net Change in Cash | 353,863 | 821,188 |
| Cash – Beginning of period | 821,188 | — |
| Cash – End of period | $1,175,051 | $821,188 |
| Noncash investing and financing activities: | ||
| Capital contribution from Original Sponsor | $24,440 | $— |
| Offering costs included in accrued offering costs | $— | $250,000 |
| Deferred offering costs paid by Sponsor in exchange for issuance of Class B ordinary shares | $— | $19,546 |
| Deferred offering cost paid through advance from related party | $— | $161,525 |
| Prepaid expenses paid by advance from related party | $— | $75,000 |
| Deferred underwriting fee payable | $— | $13,400,000 |
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