Form 10-K: M3-BRIGADE ACQUISITION VI CORP. Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2025
M3-BRIGADE ACQUISITION VI CORP. filed its annual report for the fiscal year ended December 31, 2025. The company’s Units began trading on the Nasdaq Global Market on August 27, 2025, and its Class A ordinary shares and public warrants began separate trading on October 17, 2025. As of June 30, 2025, the company’s Class A ordinary shares were not publicly traded, and accordingly, there was no market value for the shares on that date. The aggregate market value of the company’s Class A ordinary shares outstanding, other than shares held by persons who may be deemed affiliates of the company, at December 31, 2025, was $340,500,000. As of March 12, 2026, the company had 34,500,000 Class A ordinary shares and 8,625,000 Class B ordinary shares issued and outstanding.
Overview of the Company’s Financial Performance
M3-Brigade Acquisition Corp. is a blank check company formed in 2025 for the purpose of completing a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or other similar business combination with one or more businesses. The company has not engaged in any operations or generated any revenue to date, as its only activities have been organizational and preparing for its initial public offering (IPO).
The company completed its IPO in August 2025, raising $345 million by selling 34.5 million units at $10 per unit. Simultaneously, the company sold 5.3 million private placement warrants at $1.50 per warrant, generating an additional $8 million. The net proceeds from the IPO and private placement are being held in a trust account and will be used to fund the company’s initial business combination.
For the period from June 5, 2025 (inception) through December 31, 2025, the company reported net income of $4.15 million. This consisted primarily of $4.61 million in interest earned on the investments held in the trust account, offset by $431,853 in formation and operating costs and $26,102 in share-based compensation expense.
Revenue and Profit Trends
As a blank check company, M3-Brigade Acquisition Corp. has not generated any revenue to date, as it has not completed a business combination. The company’s only source of income has been the interest earned on the funds held in the trust account, which totaled $4.61 million for the period from June 5, 2025 to December 31, 2025.
The company’s net income of $4.15 million for this period was driven by the interest income, partially offset by operating expenses. The company does not expect to generate any operating revenue until after completing its initial business combination.
Strengths and Weaknesses
Strengths:
- Successful completion of $345 million IPO, providing substantial funding for a business combination
- Experienced management team with expertise in identifying and evaluating potential acquisition targets
- Access to the resources and network of M3 Partners and Brigade, the company’s sponsors
Weaknesses:
- As a blank check company, the company has no operating history or existing business
- Ability to complete a successful business combination within the required timeframe is uncertain
- Potential conflicts of interest between the company’s management, sponsors and public shareholders
Outlook
M3-Brigade Acquisition Corp. faces both opportunities and challenges as it seeks to identify and complete a successful business combination within the required timeframe. On the positive side, the company has significant funding from its IPO and the support of experienced sponsors. However, the company must navigate potential conflicts of interest and the inherent uncertainty of finding and executing a suitable acquisition target within the limited time available.
Overall, the company’s future success will depend on its ability to identify an attractive target business, negotiate favorable terms for the business combination, and then effectively integrate and operate the acquired business. Shareholders will be closely watching the company’s progress in the months ahead as it works to complete its initial business combination.
