{"id":917255,"date":"2025-12-08T09:05:23","date_gmt":"2025-12-08T14:05:23","guid":{"rendered":"https:\/\/www.marketnewsdesk.com\/index.php\/reserveone-announces-filing-of-registration-statement-on-form-s-4-with-the-sec-for-proposed-business-combination-with-m3-brigade-acquisition-v-corp\/"},"modified":"2025-12-08T09:05:23","modified_gmt":"2025-12-08T14:05:23","slug":"reserveone-announces-filing-of-registration-statement-on-form-s-4-with-the-sec-for-proposed-business-combination-with-m3-brigade-acquisition-v-corp","status":"publish","type":"post","link":"https:\/\/www.marketnewsdesk.com\/index.php\/reserveone-announces-filing-of-registration-statement-on-form-s-4-with-the-sec-for-proposed-business-combination-with-m3-brigade-acquisition-v-corp\/","title":{"rendered":"ReserveOne Announces Filing of Registration Statement on Form S-4 with the SEC for Proposed Business Combination with M3-Brigade Acquisition V Corp."},"content":{"rendered":"

\nThe proposed business combination was initially announced on July 8, 2025
\n<\/h2>\n
\n

NEW YORK, Dec. 08, 2025 (GLOBE NEWSWIRE) — ReserveOne, Inc. (\u201cReserveOne\u201d) and ReserveOne Holdings, Inc. (\u201cPubco\u201d) today announced that, in connection with the previously disclosed proposed business combination with M3-Brigade Acquisition V Corp. (NASDAQ: MBAVU, MBAV, MBAVW) (\u201cM3-Brigade\u201d), Pubco has publicly filed a registration statement on Form S-4 (the \u201cRegistration Statement\u201d) with the U.S. Securities and Exchange Commission (the \u201cSEC\u201d).<\/p>\n

This filing follows Pubco\u2019s confidential submission of a draft registration statement on Form S-4, as previously announced on September 23, 2025, and reflects ongoing progress in the SEC review process. Subject to the completion of the SEC review process and satisfaction of customary closing conditions, including the approval of M3-Brigade\u2019s shareholders, Pubco is expected to be listed on Nasdaq under the ticker symbol \u201cRONE\u201d upon the closing of the transaction.<\/p>\n

The Registration Statement contains a preliminary proxy statement of M3-Brigade and a prospectus of Pubco relating to the proposed business combination. The Registration Statement has not yet become effective and the information contained therein is subject to change.<\/p>\n

\n About ReserveOne<\/strong>\n <\/p>\n

ReserveOne is a digital asset company focused on investing in the cryptocurrency upgrade of the financial system.\u00a0Following the closing of the proposed business combination, it expects to manage a diversified portfolio of cryptocurrencies and digital assets while generating additional yield through staking, protocol participation, and venture investments in blockchain infrastructure. ReserveOne’s mission is to bridge the trust of public markets with cryptocurrency innovation, creating a resilient, transparent platform for long-term value creation. Learn more at\u00a0www.reserveone.com<\/a>.<\/p>\n

\n About M3-Brigade Acquisition V Corp.<\/strong>\n <\/p>\n

M3-Brigade Acquisition V Corp. (NASDAQ: MBAVU, MBAV, MBAVW) is a special purpose acquisition company formed to identify and partner with companies undergoing transformational growth, with a focus on innovative platforms in the digital, energy, and infrastructure sectors. It is sponsored by MI7 Sponsor, LLC, an affiliate of CC Capital, which also owns ReserveOne.<\/p>\n

\n Media Contacts:<\/strong>\n <\/p>\n

ReserveOne<\/p>\n

press@reserveone.com<\/p>\n

\n Additional Information and Where to Find It<\/strong>\n <\/p>\n

In connection with the proposed business combination among M3-Brigade, ReserveOne and Pubco (Pubco, together with M3-Brigade and the Company, the \u201cParties\u201d) and related transactions (the \u201cProposed Business Combination\u201d), Pubco and ReserveOne filed with the Securities and Exchange Commission (\u201cSEC\u201d) a registration statement on Form S-4 (the \u201cRegistration Statement\u201d) that includes a preliminary proxy statement of M3-Brigade and a prospectus in connection with the Proposed Business Combination (the \u201cproxy statement\/prospectus\u201d), as well as other relevant documents concerning the Proposed Business Combination. M3-Brigade will mail the proxy statement\/prospectus to its shareholders, seeking their approval of the Proposed Business Combination. INVESTORS AND SHAREHOLDERS OF M3-BRIGADE ARE URGED TO READ CAREFULLY AND IN THEIR ENTIRETY THE PROXY STATEMENT\/PROSPECTUS REGARDING THE PROPOSED BUSINESS COMBINATION WHEN IT BECOME AVAILABLE AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors and shareholders will be able to obtain a free copy of the proxy statement\/prospectus, as well as other filings containing information about M3-Brigade, Pubco and\/or ReserveOne, without charge, once available, at the SEC\u2019s website (http:\/\/www.sec.gov). Copies of the proxy statement\/prospectus and the filings with the SEC that are incorporated by reference in the proxy statement\/prospectus can also be obtained, without charge, from M3-Brigade by going to M3-Brigade\u2019s website, www.m3-brigade.com\/m3-brigade-acquisition-iii-corp, or from ReserveOne by directing a request to info@reserveone.com.<\/p>\n

\n No Offer or Solicitation<\/strong>\n <\/p>\n

This information contained in this release is for informational purposes only and is not intended to and does not constitute an offer to subscribe for, buy or sell, the solicitation of an offer to subscribe for, buy or sell or an invitation to subscribe for, buy or sell any securities or the solicitation of any vote or approval in any jurisdiction pursuant to or in connection with the proposed transactions or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended (the \u201cSecurities Act\u201d), and otherwise in accordance with applicable law.<\/p>\n

\n Participants in the Solicitation<\/strong>\n <\/p>\n

Each of M3-Brigade, ReserveOne, Pubco and their respective directors, executive officers and certain other members of management and employees may be deemed under SEC rules to be participants in the solicitation of proxies from M3-Brigade\u2019s shareholders in connection with the Proposed Business Combination. Information regarding the persons who may be considered participants in the solicitation of proxies in connection with the Proposed Business Combination, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in the Registration Statement and other relevant materials filed or that will be filed with the SEC. Information regarding the directors and executive officers of M3-Brigade and their ownership of M3-Brigade securities is set forth in the sections entitled \u201cDirectors, Officers and Corporate Governance of M3-Brigade Prior to the Business Combination<\/em><\/a>\u201d and \u201cBeneficial Ownership of Securities<\/em><\/a>\u201d of the Registration Statement. Information regarding the directors and executive officers of Pubco and their ownership of Pubco securities upon consummation of the Proposed Business Combination is set forth in the sections entitled \u201cManagement of Pubco Following the Business Combination<\/em><\/a>\u201d and \u201cBeneficial Ownership of Securities<\/em><\/a>\u201d of the Registration Statement. These documents can be obtained free of charge from the sources indicated above.<\/p>\n

\n Cautionary Statement Regarding Forward-Looking Statements<\/strong>\n <\/p>\n

Certain statements herein may constitute \u201cforward-looking statements,\u201d which statements involve inherent risks and uncertainties.<\/p>\n

Examples of forward-looking statements include, but are not limited to, statements with respect to the Proposed Business Combination. Such statements include expectations, hopes, beliefs, intentions, plans, prospects, financial results of strategies regarding ReserveOne, Pubco, the Proposed Business Combination and statements regarding the anticipated benefits and timing of the completion of the Proposed Business Combination, the price and volatility of cryptocurrencies, the growing prominence of cryptocurrencies, the macro and political conditions surrounding cryptocurrencies, plans and use of proceeds, objectives of management for future operations of ReserveOne and Pubco, expected operating costs of Pubco, ReserveOne and its subsidiaries, the upside potential and opportunity for investors, ReserveOne\u2019s plan for value creation and strategic advantages, market site and growth opportunities, regulatory conditions, competitive position and the interest of other corporations in similar business strategies, technological and market trends, future financial condition and performance and expected financial impacts of the Proposed Business Combination, the satisfaction of closing conditions to the Proposed Business Combination and the level of redemptions of M3-Brigade\u2019s public shareholders, and ReserveOne\u2019s and Pubco\u2019s expectations, intentions, strategies, assumptions or beliefs about future events, results at operations or performance or that do not solely relate to historical or current facts. These forward-looking statements generally are identified by the words \u201cbelieve,\u201d \u201cproject,\u201d \u201cexpect,\u201d \u201canticipate,\u201d \u201cestimate,\u201d \u201cintend,\u201d \u201cstrategy,\u201d \u201cfuture,\u201d \u201copportunity,\u201d \u201cpotential,\u201d \u201cplan,\u201d \u201cmay,\u201d \u201cshould,\u201d \u201cwill,\u201d \u201cwould,\u201d \u201cwill be,\u201d \u201cwill continue,\u201d \u201cwill likely result,\u201d and similar expressions. Forward-looking statements are based on assumptions as of the time they are made and are subject to risks, uncertainties and other factors that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence, which could cause actual results to differ materially from anticipated results expressed or implied by such forward-looking statements. Such risks, uncertainties and assumptions, include, but are not limited to:<\/p>\n