M3-Brigade Acquisition V (MBAVW) SEC Filings, Jun-Jul 2025

M3-Brigade Acquisition V Corp. (MBAVW) – Schedule 13D/A Amendment No. 1 Highlights

The filing updates the ownership and financing terms between the issuer and its new sponsor group led by CC Capital entities and founder Chinh E. Chu.

• Beneficial ownership: CC Capital GP, CC Capital SP, CC Capital Ventures, CC M17 SPV, M17 Sponsor and Mr. Chu each report 7,187,500 Class A shares, representing 20% of the outstanding class. Voting and dispositive power are held solely by the reporting persons; no shared power is disclosed.
• New financing: On 16-Jun-2025 the issuer issued an interest-free promissory note of up to US$2.5 million to the New Sponsor. On 18-Jun-2025, $500,000 was drawn for general working-capital needs.
• Maturity & conversion: The note is due at the close of the SPAC’s initial business combination ("Maturity Date"). The New Sponsor may convert up to $1.5 million of principal into private-placement warrants upon closing. Failure to repay at maturity constitutes an event of default, allowing acceleration of the remaining balance.
• No changes were noted to prior definitions or other terms beyond the financing arrangement.

The amendment mainly reflects the sponsor’s financing support and reiterates the group’s 20% stake, which remains unchanged from the original 13D filed 03-Jun-2025.