# ReserveOne Holdings, Inc. (RONE) — merger/spac_merger [pending]
Source: SEC API (secapi.ai) · situation sit_dd6dd7eb44e1ebf8ac89 · retrieved 2026-08-12T21:20:34.147Z

## Overview
ReserveOne, Inc. is a digital asset treasury company that intends to hold and manage a diversified portfolio of cryptocurrencies, with approximately 80% allocated to Bitcoin and the remainder to alternative digital assets, while generating yield through its operations.

ReserveOne, Inc., a digital asset treasury company, entered into a Business Combination Agreement with M3-Brigade Acquisition V Corp. (a SPAC) on July 7, 2025. Under the transaction structure, ReserveOne Holdings, Inc. (a wholly-owned subsidiary of ReserveOne) will merge with M3-Brigade through two merger subsidiaries (R1 SPAC Merger Sub, Inc. and R1 Company Merger Sub, Inc.), both wholly-owned by Pubco. The transaction will result in ReserveOne becoming a publicly traded company. ReserveOne intends to operate as a diversified digital asset treasury company, allocating approximately 80% of its portfolio to Bitcoin and the remainder to alternative digital assets such as Ethereum and Solana, with a focus on yield generation.

## Terms
- Counterparty: M3-Brigade Acquisition V Corp. · Deal value: $1.00B

## Key dates
- Announced 2026-01-05

## Timeline
- 2026-01-05 · 425 (0001213900-26-000603): 425 - ReserveOne Holdings, Inc. — *ReserveOne, Inc. is a Delaware corporation focused on cryptocurrency and digital asset activities, including anticipated operations in crypto-related ventures and yield generation strategies.* On July 7, 2025, M3-Brigade Acquisition V Corp., ReserveOne, Inc., and ReserveOne Holdings, Inc. (Pubco) entered into a Business Combination Agreement. The transaction involves R1 SPAC Merger Sub, Inc. and R1 Company Merger Sub, Inc., both wholly-owned subsidiaries of Pubco. The proposed business combination will result in ReserveOne becoming a public company through the merger with the SPAC. A Form S-4 registration statement has been filed with the SEC, which includes a preliminary proxy statement and prospectus. M3-Brigade shareholders will be asked to approve the proposed business combination.
  https://www.sec.gov/Archives/edgar/data/2078721/0001213900-26-000603.txt
- 2026-01-06 · 425 (0001213900-26-001344): 425 - ReserveOne Holdings, Inc. — *ReserveOne, Inc. is a digital-asset treasury company that manages a diversified portfolio of cryptocurrencies (including Bitcoin, Ethereum, Solana, Cardano, and Ripple) and seeks to generate yield through lending, staking, and other strategies; it aims to bridge traditional finance and cryptocurrency markets by offering institutional-grade access to digital assets.* On July 7, 2025, M3-Brigade Acquisition V Corp., ReserveOne, Inc., and ReserveOne Holdings, Inc. (Pubco) entered into a Business Combination Agreement. The transaction involves R1 SPAC Merger Sub, Inc. and R1 Company Merger Sub, Inc., both wholly-owned subsidiaries of Pubco. ReserveOne is a digital-asset treasury company focused on providing diversified cryptocurrency holdings and yield-generation strategies to institutional and retail investors seeking exposure to digital assets through a publicly traded vehicle.
  https://www.sec.gov/Archives/edgar/data/2078721/0001213900-26-001344.txt
- 2026-02-02 · 425 (0001213900-26-010376): 425 - ReserveOne Holdings, Inc. — *ReserveOne, Inc. is an early-stage cryptocurrency and digital-asset company focused on crypto-related activities including token investments, yield generation, and venture activities.* On July 7, 2025, M3-Brigade Acquisition V Corp., ReserveOne, Inc., ReserveOne Holdings, Inc. (Pubco), and two merger subsidiaries entered into a Business Combination Agreement. The transaction combines M3-Brigade, a special-purpose acquisition company, with ReserveOne, a cryptocurrency and digital-asset-focused company. A Form S-4 registration statement including a preliminary proxy statement/prospectus was filed with the SEC in connection with the proposed business combination, which requires approval from M3-Brigade shareholders.
  https://www.sec.gov/Archives/edgar/data/2078721/0001213900-26-010376.txt
- 2026-02-04 · 425 (0001213900-26-011767): 425 - ReserveOne Holdings, Inc. — *ReserveOne is a digital asset treasury company that will operate as a publicly traded reserve holding a diversified portfolio of cryptocurrencies (80% Bitcoin, 20% alternative assets) and generating yield on its holdings while providing exposure to venture and private market opportunities in the digital asset ecosystem.* On July 7, 2025, M3-Brigade Acquisition V Corp., ReserveOne, Inc., and their respective subsidiaries entered into a Business Combination Agreement to combine operations. ReserveOne Holdings, Inc. (Pubco) will be the surviving public entity following the merger. The transaction is expected to close within the next few months pending SEC approval of the S-4 registration statement. Upon closing, ReserveOne will gain access to previously raised capital to deploy into its business model as a publicly traded digital asset reserve with diversified cryptocurrency holdings (80% Bitcoin, 20% alternative assets including Ethereum, Solana, XRP, and ADA).
  https://www.sec.gov/Archives/edgar/data/2078721/0001213900-26-011767.txt
- 2026-02-05 · 425 (0001213900-26-012397): 425 - ReserveOne Holdings, Inc. — *ReserveOne, Inc. is an early-stage company focused on cryptocurrency and digital asset activities, including token investments, yield generation, and venture activities.* ReserveOne, Inc., a Delaware corporation, and M3-Brigade Acquisition V Corp. (a SPAC), along with their respective merger subsidiaries, entered into a Business Combination Agreement on July 7, 2025. Upon consummation, ReserveOne Holdings, Inc. (Pubco, a wholly-owned subsidiary of ReserveOne) will merge with M3-Brigade, resulting in a combined public company. The transaction is subject to M3-Brigade shareholder approval and customary closing conditions. ReserveOne is an early-stage company focused on cryptocurrency-related activities.
  https://www.sec.gov/Archives/edgar/data/2078721/0001213900-26-012397.txt
- 2026-02-17 · 425 (0001213900-26-016700): 425 - ReserveOne Holdings, Inc. — *ReserveOne is a diversified digital asset treasury company that holds cryptocurrency and digital assets, generates yield through staking and DeFi activities, and makes venture capital investments in blockchain projects; it targets high-net-worth individuals and advisors seeking institutional-grade crypto exposure.* On July 7, 2025, M3-Brigade Acquisition V Corp., ReserveOne, Inc., ReserveOne Holdings, Inc. (Pubco), and two merger subsidiaries entered into a Business Combination Agreement. According to a February 13, 2026 LinkedIn post and interview by ReserveOne's Chief Investment Officer Sebastian Bea at Boston Blockchain Week, the combined entity is expected to list on Nasdaq in Q4 under the ticker symbol RONE at approximately $1 billion valuation. ReserveOne is a diversified digital asset treasury focused on institutional-grade cryptocurrency holdings, yield generation, and venture capital deployment.
  https://www.sec.gov/Archives/edgar/data/2078721/0001213900-26-016700.txt
- 2026-02-18 · 425 (0001213900-26-017577): 425 - ReserveOne Holdings, Inc. — *ReserveOne is a digital asset company focused on investing in the cryptocurrency upgrade of the financial system; following the proposed business combination closing, it expects to manage a diversified portfolio of cryptocurrencies and digital assets while generating yield through staking, protocol participation, and venture investments in blockchain infrastructure.* ReserveOne, Inc. and its wholly-owned subsidiary ReserveOne Holdings, Inc. (Pubco) announced on February 17, 2026 that they filed an amendment to the Form S-4 registration statement with the SEC in connection with the proposed business combination with M3-Brigade Acquisition V Corp. (NASDAQ: MBAVU, MBAV, MBAVW). The Business Combination Agreement was originally entered into on July 7, 2025, and the transaction was initially announced on July 8, 2025. The amendment reflects progress in the SEC review process following the initial public filing of the registration statement on December 5, 2025. Subject to SEC review completion and customary closing conditions, including M3-Brigade shareholder approval, Pubco is expected to be listed on Nasdaq under the ticker symbol "RONE" upon closing.
  https://www.sec.gov/Archives/edgar/data/2078721/0001213900-26-017577.txt
- 2026-03-06 · 425 (0001213900-26-024264): 425 - ReserveOne Holdings, Inc. — *ReserveOne, Inc. is a digital asset treasury company that intends to hold and manage a diversified portfolio of cryptocurrencies, with approximately 80% allocated to Bitcoin and the remainder to alternative digital assets, while generating yield through its operations.* ReserveOne, Inc., a digital asset treasury company, entered into a Business Combination Agreement with M3-Brigade Acquisition V Corp. (a SPAC) on July 7, 2025. Under the transaction structure, ReserveOne Holdings, Inc. (a wholly-owned subsidiary of ReserveOne) will merge with M3-Brigade through two merger subsidiaries (R1 SPAC Merger Sub, Inc. and R1 Company Merger Sub, Inc.), both wholly-owned by Pubco. The transaction will result in ReserveOne becoming a publicly traded company. ReserveOne intends to operate as a diversified digital asset treasury company, allocating approximately 80% of its portfolio to Bitcoin and the remainder to alternative digital assets such as Ethereum and Solana, with a focus on yield generation.
  https://www.sec.gov/Archives/edgar/data/2078721/0001213900-26-024264.txt

## Citations
- 0001213900-26-000603 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000121390026000603
- 0001213900-26-001344 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000121390026001344
- 0001213900-26-010376 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000121390026010376
- 0001213900-26-011767 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000121390026011767
- 0001213900-26-012397 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000121390026012397
- 0001213900-26-016700 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000121390026016700
- 0001213900-26-017577 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000121390026017577
- 0001213900-26-024264 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000121390026024264
