Launch One Acquisition Corp-A 2024年度报告

FORM10-K (Mark One)☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedDecember 31,2024or For the transition period fromto Commission file number:001-42173 Launch One Acquisition Corp.(Exact name of registrant as specified in its charter) Cayman Islands98-1781481(Stateorotherjurisdictionofincorporationororganization)(I.R.S.EmployerIdentificationNo.) 180 Grand Avenue,Suite 1530,OaklandCA94612(Addressofprincipalexecutiveoffices)(ZipCode) Registrant’s telephone number, including area code:(510)692-9600 Securities registered pursuant to Section12(b) of the Act: Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.Yes☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d) of the Act.Yes☐No☒ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2)has been subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer, “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Largeacceleratedfiler☐Non-accelerated filer☒Emerging growth company☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registeredpublic accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).Yes☒No☐ The registrant’s shares were not listed on any exchange and had no value as of the last business day of the second fiscal quarter of2024. The registrant’s Units begin trading onTheNasdaq Stock Market LLC on July 12, 2024 and the registrant’s Class A OrdinaryShares and Warrants began trading onTheNasdaq Stock Market LLC on September 3, 2024. Accordingly, there was no market valuefor the registrant’s securities as of the last business day of the second fiscal quarter of 2024. The aggregate market value of theregistrant’s outstanding Class A Ordinary Shares, other than shares held by persons who may be deemed affiliates of the registrant,computed by reference to the closing price for the Class A Ordinary Shares on December 31, 2024, as reported onTheNasdaq StockMarket LLC, was $231,140,800. As of March 26, 2025, there were23,000,000Class A ordinary shares, par value $0.0001 per share, and5,750,000Class B ordinaryshares, par value $0.0001 per share, of the registrant issued and outstanding. TABLE OF CONTENTS PAGEPART I1Item1.Business.1Item1A.Risk Factors.15Item1B.Unresolved Staff Comments.18Item 1CCybersecurity.18Item 2.Properties.18Item 3.Legal Proceedings.18Item 4.Mine Safety Disclosures.18PART II19Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.19Item 6.[Reserved]20Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations.20Item7A.Quantitative and Qualitative Disclosures About Market Risk.23Item 8.Financial Statement and Supplementary Data.23Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.23Item 9A.Controls and Procedures.23Item 9B.Other Information.24Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.24PART III25Item 10.