M3-Brigade Acquisition V Corp.(MBAVU) - 2025 Q1 - Quarterly Report

Part I. Financial Information Financial Statements The company, a blank check entity, reported a Q1 2025 net income of $2.91 million from interest earned on its Trust Account Condensed Balance Sheets Total assets grew to $298.9 million by March 31, 2025, driven by interest income, with a total shareholders' deficit of $13.1 million Condensed Balance Sheet Data (Unaudited) | Account | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Assets | | | | Cash | $818,638 | $821,188 | | Investments held in Trust Account | $297,702,371 | $294,617,243 | | Total Assets | $298,857,805 | $295,809,536 | | Liabilities & Equity | | | | Total Liabilities | $14,262,706 | $14,127,705 | | Class A ordinary shares subject to possible redemption | $297,702,371 | $294,617,243 | | Total Shareholders' Deficit | ($13,107,272) | ($12,935,412) | Condensed Statements of Operations The company generated a net income of $2.91 million in Q1 2025 from trust account interest, offsetting administrative costs Statement of Operations Summary (Unaudited) | Item | Three Months Ended March 31, 2025 | Period from March 12, 2024 (Inception) to March 31, 2024 | | :--- | :--- | :--- | | General and administrative costs | $171,860 | $15,874 | | Interest earned on investments held in Trust Account | $3,085,128 | $0 | | Net Income (Loss) | $2,913,268 | ($15,874) | | Basic and diluted net income per share, Class A | $0.08 | N/A | | Basic and diluted net income (loss) per share, Class B | $0.08 | ($0.00) | Condensed Statements of Changes in Shareholders' Deficit The shareholders' deficit widened to $13.11 million due to share accretion, which was partially offset by net income - The shareholders' deficit increased to $(13,107,272) at March 31, 2025, from $(12,935,412) at December 31, 2024[17] - The change in deficit for Q1 2025 was driven by a $3,085,128 accretion for Class A ordinary shares to redemption amount and a net income of $2,913,268[17] Condensed Statements of Cash Flows Net cash used in operating activities was $2,550 for the quarter, resulting in a slight decrease in the company's cash balance Cash Flow Summary (Unaudited) | Cash Flow Item | Three Months Ended March 31, 2025 | | :--- | :--- | | Net income | $2,913,268 | | Adjustments (incl. interest earned on Trust) | ($3,000,028) | | Net cash used in operating activities | ($2,550) | | Cash – Beginning of period | $821,188 | | Cash – End of period | $818,638 | Notes to Condensed Financial Statements The company is a blank check entity formed for a business combination, with IPO proceeds held in a trust account - The Company is a blank check company incorporated on March 12, 2024, for the purpose of effecting a business combination[23] - On August 2, 2024, the Company consummated its IPO of 28,750,000 units at $10.00 per unit, generating gross proceeds of $287,500,000[25] - The company has a 24-month window from the closing of the IPO to complete an initial Business Combination[29] - On April 4, 2025, the Company repaid M3 Partners $378,757 of outstanding advances[113] Management's Discussion and Analysis of Financial Condition and Results of Operations The company has no operations, generating $2.9 million in Q1 2025 net income solely from its $297.7 million Trust Account - The company's only activities from inception through March 31, 2025, were organizational, preparing for the IPO, and identifying a target company for a Business Combination[119] - As of March 31, 2025, the company had $818,638 in cash for operations and $297,702,371 in marketable securities held in the Trust Account[124][125] - The company has no off-balance sheet arrangements[128] Q1 2025 Financial Highlights | Metric | Value | | :--- | :--- | | Net Income | $2,913,268 | | Interest Earned on Trust Account | $3,085,128 | | General & Administrative Costs | $171,860 | Quantitative and Qualitative Disclosures About Market Risk This section is not required as the company is a smaller reporting company - Disclosure about market risk is not required for smaller reporting companies[133] Controls and Procedures Management concluded that the company's disclosure controls and procedures were effective as of the quarter-end - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective as of March 31, 2025[135] - There were no changes in internal control over financial reporting during the fiscal quarter that materially affected, or are reasonably likely to materially affect, internal controls[136] Part II. Other Information Legal Proceedings The company reports no legal proceedings - The company has no legal proceedings to report[138] Risk Factors No material changes to risk factors were reported, though market volatility from US policy changes remains a concern - There have been no material changes to the risk factors disclosed in the Annual Report on Form 10-K filed on March 28, 2025[138] - Volatility and disruption from U.S. economic and strategic policies could adversely affect the company's search for an initial Business Combination[138] Unregistered Sales of Equity Securities and Use of Proceeds No unregistered sales occurred during the quarter, and the use of IPO proceeds remains unchanged - Simultaneously with the IPO closing, the company sold 8,337,500 Private Placement Warrants to the Sponsor at $1.00 per warrant, generating gross proceeds of $8,337,500[139] - There has been no material change in the planned use of proceeds from the Initial Public Offering[140] Defaults Upon Senior Securities The company reports no defaults upon senior securities - None[142] Mine Safety Disclosures This section is not applicable to the company - Not applicable[142] Other Information The company reports no other information - None[142] Exhibits The report lists officer certifications and Inline XBRL documents as filed exhibits - Exhibits filed include Certifications of the Principal Executive Officer and Principal Financial Officer pursuant to Sarbanes-Oxley Act Sections 302 and 906[144] - Inline XBRL data files are also included as exhibits[144] Signatures Signatures The report was duly signed by the Executive Chairman and Chief Financial Officer on May 13, 2025 - The report is signed by Mohsin Y. Meghji (Principal Executive Officer) and Eric Greenhaus (Principal Financial and Accounting Officer)[150][151]