M3-BRIGADE ACQUISITION VI CORP. FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 2025

Press release · 2025-10-08 20:51

M3-Brigade Acquisition VI Corp. filed its Form 10-Q for the quarter ended June 30, 2025, reporting a condensed balance sheet with $25,000 in cash and cash equivalents, $25,000 in accrued expenses, and $25,000 in due to related parties. The company reported a net loss of $25,000 for the period from June 5, 2025 (inception) to June 30, 2025, and a net change in shareholder’s deficit of $25,000. The company had no revenue and no operating activities for the period. The company’s condensed statement of cash flows shows a net cash outflow of $25,000 for the period. The company’s management’s discussion and analysis of financial condition and results of operations notes that the company is a special purpose acquisition company and has not yet completed an initial business combination.

Overview

The report provides an overview of a blank check company, which was incorporated in the Cayman Islands on June 5, 2025, with the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization, or other similar business combination with one or more businesses. The company intends to use the cash derived from the proceeds of the Initial Public Offering and the sale of the Private Placement Units, as well as debt or a combination of cash, shares, and debt, to complete the business combination.

Results of Operations

The company has not engaged in any operations or generated any revenues to date. Its activities from June 5, 2025 (inception) through June 30, 2025 were organizational activities, those necessary to prepare for the Initial Public Offering, and identifying a target company for a business combination. The company does not expect to generate any operating revenues until after the completion of the business combination. For the period from June 5, 2025 (inception) through June 30, 2025, the company had a net loss of $45,258, which consisted of general and administrative costs.

Liquidity and Capital Resources

Until the consummation of the Initial Public Offering, the company’s only source of liquidity was an initial purchase of shares of Class B ordinary shares by the Sponsor, advances from related parties, and loans from the Sponsor, which were repaid subsequent to the closing of the Initial Public Offering.

Subsequent to the period covered by this Quarterly Report on Form 10-Q, on August 28, 2025, the company consummated the Initial Public Offering of 34,500,000 Units, which includes the full exercise by the underwriters of their over-allotment option in the amount of 4,500,000 Units, at $10.00 per Unit, generating gross proceeds of $345,000,000. Simultaneously, the company consummated the sale of 5,333,333 Private Placement Warrants at a price of $1.50 per Private Placement Warrant, in a private placement to the Sponsor and Cantor, generating gross proceeds of $8,000,000.

Following the closing of the Initial Public Offering and the sale of the Private Placement Warrants, a total of $345,000,000 was placed in the Trust Account. The company incurred $23,148,834, consisting of $6,000,000 of cash underwriting fee, $16,425,000 of deferred underwriting fee, and $723,834 of other offering costs. The remaining proceeds from the Initial Public Offering and the Private Placement are held outside the Trust Account, in the cash operating account amounting to $1,895,027.

The company intends to use substantially all of the funds held in the Trust Account, including any amounts representing interest earned on the Trust Account (which interest shall be net of any taxes payable and excluding deferred underwriting commissions), to complete its Business Combination. The remaining funds held outside the Trust Account will be used primarily to identify and evaluate target businesses, perform business due diligence, and structure, negotiate, and complete a Business Combination.

Off-Balance Sheet Arrangements

The company has no obligations, assets, or liabilities that would be considered off-balance sheet arrangements as of June 30, 2025. The company does not participate in transactions that create relationships with unconsolidated entities or financial partnerships, often referred to as variable interest entities, which would have been established for the purpose of facilitating off-balance sheet arrangements.

Contractual Obligations

The underwriters are entitled to a deferred underwriting discount of 4.50% of the gross proceeds of the Initial Public Offering held in the Trust Account other than those sold pursuant to the underwriters’ over-allotment option and 6.50% of the gross proceeds sold pursuant to the underwriters’ over-allotment option, $16,425,000 in the aggregate, payable upon the completion of the company’s initial Business Combination subject to the terms of the underwriting agreement.

Critical Accounting Estimates

As of June 30, 2025, the company did not have any critical accounting estimates to be disclosed.