For the transition period from to Commission File Number: 001-42173 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Launch One Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 98-1781481 (State or o ...

IPO and Financing - The company completed its Initial Public Offering on July 15, 2024, raising gross proceeds of $230 million from the sale of 23 million Units at $10.00 per Unit, which was oversubscribed [21]. - An additional $6 million was generated from the private sale of 6 million Private Placement Warrants, each exercisable at $11.50 per share [22]. - A total of $230 million from the IPO and Private Placement was placed in a Trust Account maintained by Continental [23]. - As of December 31, 2024, the company has $23.55 million available for a Business Combination, before redemptions and deferred underwriting fees [48]. - The amount in the Trust Account was approximately $10.24 per Public Share as of December 31, 2024 [64]. - The company has approximately $1,250,000 in proceeds held outside the Trust Account to fund costs associated with its dissolution plan, with a potential request for an additional $100,000 from accrued interest if necessary [87]. - The company generated a net income of $5,129,519 from February 21, 2024, to December 31, 2024, primarily from interest earned on marketable securities held in the Trust Account of $5,404,164 [138]. - The Initial Public Offering (IPO) raised gross proceeds of $230,000,000 from the sale of 23,000,000 Units at $10.00 per Unit, including the full exercise of the over-allotment option [141]. - As of December 31, 2024, the company had marketable securities in the Trust Account totaling $235,529,521, consisting of U.S. Treasury Bills with a maturity of 185 days or less [144]. - The company incurred total offering costs of $15,574,281, which included a cash underwriting fee of $4,000,000 and a deferred underwriting fee of $10,950,000 [142]. Business Combination and Strategy - The company must complete its initial Business Combination by July 15, 2026, which is 24 months from the IPO closing date [24]. - If the initial Business Combination is not completed within the specified period, the company will redeem 100% of the Public Shares at approximately $10.00 per share [37]. - Nasdaq rules require that the company must complete one or more business combinations with an aggregate fair market value of at least 80% of the assets held in the Trust Account [38]. - The company intends to focus on emerging growth healthcare companies, particularly in the biotechnology sector, for its initial Business Combination [29]. - The management team has significant experience in the life sciences industry, which is expected to aid in identifying and evaluating potential acquisition targets [28]. - The company anticipates sourcing potential initial Business Combination targets from various unaffiliated sources, including investment bankers and private investment funds [45]. - The company may engage finders for potential transactions, with fees typically tied to the completion of a transaction [47]. - The company has not yet identified a target for its initial Business Combination, leading to uncertainty regarding its financial condition and business prospects [113]. - The company may attempt to complete multiple Business Combinations simultaneously, increasing costs and risks associated with its operations [105]. - The company may face significant risks related to selecting a suitable business target and completing its initial Business Combination within the prescribed time frame [104]. Shareholder Rights and Redemption - The company will provide Public Shareholders the opportunity to redeem shares at a price equal to the amount in the Trust Account divided by the number of outstanding Public Shares [64]. - Public Shareholders can redeem up to 15% of shares sold in the Initial Public Offering without prior consent, which aims to prevent large shareholders from blocking Business Combinations [77]. - A quorum for shareholder meetings requires at least one-third of issued and outstanding shares to be represented, with a minimum of 7,500,001 Public Shares needed for approval of the initial Business Combination [70]. - If shareholder approval is not sought, redemptions will be conducted under tender offer rules, remaining open for at least 20 business days [71]. - The redemption price for Public Shares will equal the aggregate amount in the Trust Account divided by the number of outstanding Public Shares, net of taxes and up to $100,000 for dissolution expenses [84]. - If the initial Business Combination is not completed, Public Shareholders who elected to redeem their shares will not receive any pro rata share of the Trust Account [82]. - The company intends to require Public Shareholders to submit redemption requests two business days prior to the scheduled vote on the initial Business Combination [73]. - The Sponsor, officers, and directors have waived rights to liquidating distributions from the Trust Account for Founder Shares if the initial Business Combination is not completed [85]. Management and Governance - The management team will conduct a due diligence review of prospective target businesses, which may include meetings with management, document reviews, and financial assessments [31]. - The company’s management may not remain with the combined company post-Business Combination, and the future management's qualifications are uncertain [50]. - The company may face conflicts of interest as its officers and directors may pursue other business ventures during the search for a Business Combination [44]. - The board of directors includes experienced individuals such as Ryan Gilbert, Chris Ehrlich, and Jurgen van de Vyver, with extensive backgrounds in finance and biotechnology [165][166][167]. - The company has a diverse board with expertise in investment, biotechnology, and corporate governance [168][169][170]. - The company has established an Audit Committee consisting of independent directors, including Ms. Stack, Mr. Atwood, and Mr. Ferguson [179]. - The Audit Committee is responsible for overseeing the integrity of financial statements and compliance with legal requirements [181]. - The Compensation Committee, chaired by Mr. Ferguson, includes independent members and is responsible for executive compensation oversight [182]. - The company has adopted a Clawback Policy to recover erroneously awarded incentive-based compensation in the event of a financial restatement [194]. - The company has adopted a Code of Business Conduct and Ethics applicable to all directors, officers, and employees [188]. Financial Condition and Risks - The company has not taken steps to secure third-party financing for the Business Combination, and there is no assurance it will be available [48]. - The company may need to obtain additional financing to complete its Business Combination or due to potential redemptions of Public Shares [147]. - The company may not be able to return $10.00 per share to Public Shareholders if bankruptcy claims deplete the Trust Account [92]. - The company is subject to competition from other SPACs, private equity groups, and public companies, which may limit its ability to acquire larger target businesses due to financial resource constraints [94]. - The company may face challenges in acquiring target businesses that can provide financial statements prepared in accordance with GAAP or IFRS, potentially limiting its pool of candidates [97]. - The company may face adverse effects from international economic and political uncertainties, including potential tariffs and regulatory changes [115]. - The company has not encountered any cybersecurity incidents since its Initial Public Offering, but acknowledges the risks associated with cybersecurity [118]. - The company has not generated any operating revenues to date and does not expect to do so until after completing its Business Combination [137]. Compliance and Reporting - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements, which may affect the attractiveness of its securities to investors [100]. - The company is classified as a "smaller reporting company" and will maintain this status until its market value reaches $250 million or annual revenues exceed $100 million [103]. - The company is focused on enhancing its segment reporting disclosures in line with new accounting standards [151]. - Management believes that no recently issued accounting standards will materially affect the financial statements [152]. - Disclosure controls and procedures were evaluated and found not effective as of the end of the fiscal year ended December 31, 2024 [157]. - The management report on internal control over financial reporting is not included due to a transition period for newly public companies [159]. - No changes in internal control over financial reporting were reported [160]. - The company has not established any limit on the amount of consulting or management fees that may be paid to directors or members of Management after the initial Business Combination [200].

Financial Performance - For the three months ended September 30, 2024, the company reported a net income of $2,605,302, consisting of interest earned on marketable securities of $2,406,913 and an unrealized gain of $388,318, offset by general and administrative costs of $189,929[96]. - For the period from February 21, 2024 (inception) through September 30, 2024, the company reported a net income of $2,564,914, with similar components as the quarterly results[97]. Marketable Securities - As of September 30, 2024, the company had marketable securities held in the Trust Account amounting to $232,795,232, consisting of U.S. Treasury Bills with a maturity of 185 days or less[102]. Initial Public Offering - The company completed its Initial Public Offering on July 15, 2024, raising gross proceeds of $230,000,000 from the sale of 23,000,000 Units at $10.00 per Unit, including the full exercise of the over-allotment option[99]. - The company incurred total offering costs of $15,574,281, which included a cash underwriting fee of $4,000,000 and a deferred underwriting fee of $10,950,000[100]. Cash and Financing - As of September 30, 2024, the company had cash of $953,928 available for operational activities and evaluating target businesses[103]. - The company does not have any long-term debt or significant off-balance sheet arrangements as of September 30, 2024[106]. - The company may need to obtain additional financing to complete its Business Combination or due to potential redemptions of Public Shares[105]. Business Combination Plans - The company expects to incur significant costs in pursuing its acquisition plans and cannot assure the success of completing a Business Combination[92]. - The company intends to use substantially all funds in the Trust Account to complete its Business Combination and may use remaining proceeds for working capital[102].