Breeze Acquisition Corp. II (Nasdaq:BREZU/BREZ) priced its initial public offering of 12,500,000 units at $10.00 per unit, for gross proceeds of $125 million. Units are expected to begin trading on May 13, 2026.
Each unit includes one ordinary share and one right, with each right converting into one-fifth of a share after a business combination. Underwriters hold a 45-day option for up to 1,875,000 additional units.
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Initial public offering of 12,500,000 units at $10.00, totaling $125 million
Underwriters granted 45-day option to purchase up to 1,875,000 additional units
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None.
Market Context
This announcement details the pricing of a SPAC IPO raising $125,000,000 via 12,500,000 units at $10...
Analysis
This announcement details the pricing of a SPAC IPO raising $125,000,000 via 12,500,000 units at $10.00 each, plus a 45-day over-allotment for up to 1,875,000 additional units. Each unit includes a right to receive 1/5 of a share upon a future business combination. Investors may focus on the SPAC’s eventual target, redemption behavior, and how rights and shares trade separately once units detach.
Key Figures
IPO size:$125,000,000Units offered:12,500,000 unitsUnit price:$10.00 per unit+5 more
8 metrics
IPO size$125,000,000Initial public offering of Breeze Acquisition Corp. II
Units offered12,500,000 unitsBase IPO size
Unit price$10.00 per unitIPO pricing to the public
Right conversion1/5 of one shareEach right per unit upon business combination
Over-allotment option1,875,000 unitsUnderwriters’ 45-day option to cover over-allotments
Over-allotment period45 daysDuration of underwriters’ option
Nasdaq trading dateMay 13, 2026Expected commencement of trading for units under BREZU
SEC effectiveness dateMay 12, 2026Registration statement declared effective by SEC
Key Terms
unit, over-allotments, book-running managers, prospectus, +3 more
7 terms
unitfinancial
"it priced its initial public offering of 12,500,000 units at a price to the public"
A unit is a single, indivisible investment instrument sold and traded as one package, often made up of two or more pieces such as a share combined with a warrant or a debt piece. Thinking of it like a combo meal at a restaurant helps: you buy one item that includes separate parts, and each part affects what you own, how you can sell it, and the potential future value or dilution for investors.
over-allotmentsfinancial
"option to purchase up to an additional 1,875,000 units offered by the Company to cover over-allotments"
An over-allotment is a temporary extra batch of shares that the underwriters of a stock offering are allowed to sell beyond the original amount, with the right to buy those shares back later. Think of it as spare tickets sold to meet demand and then reclaimed if needed to keep the market orderly; it helps stabilize the stock price after an offering and can affect short-term supply and potential dilution, which matters to investors tracking price and ownership stakes.
book-running managersfinancial
"IB Capital LLC and I-Bankers Securities, Inc. are acting as book-running managers"
Book-running managers are the main banks or financial firms that organize and oversee a company's sale of new stocks or bonds. They help set the price, decide how many to sell, and coordinate the process to make sure everything runs smoothly. Their role is important because they guide the company through the complex process of raising money from investors.
prospectusregulatory
"The offering is being made only by means of a prospectus. When available, copies of the prospectus"
A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.
registration statementregulatory
"A registration statement relating to the securities was declared effective"
A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.
Securities and Exchange Commissionregulatory
"declared effective by the Securities and Exchange Commission (“SEC”) on May 12, 2026."
A national government agency that enforces rules for buying, selling and disclosing information about stocks and other investments, acting like a referee and scorekeeper for financial markets. It requires companies to share clear, regular financial and business information and investigates fraud or rule-breaking, which matters to investors because those rules and disclosures help ensure fair prices, reduce hidden risks and make it easier to compare investment choices.
Nasdaq Global Marketregulatory
"The units are expected to commence trading on May 13, 2026 on the Nasdaq Global Market"
The Nasdaq Global Market is a section of the stock exchange where larger, well-established companies are listed and publicly traded. It functions like a marketplace where investors can buy and sell shares of these companies, providing them with access to capital and opportunities for growth. Its role is important because it helps investors identify and invest in reputable companies with strong financial backgrounds.
Irving, TX, May 12, 2026 (GLOBE NEWSWIRE) -- Breeze Acquisition Corp. II (the “Company”) announced today that it priced its initial public offering of 12,500,000 units at a price to the public of $10.00 per unit. The units are expected to commence trading on May 13, 2026 on the Nasdaq Global Market under the symbol “BREZU.”
Each unit consists of one ordinary share and one right. Each right entitles the holder to receive one-fifth (1/5) of one ordinary share upon the consummation of an initial business combination. Once the securities comprising the units begin separate trading, the ordinary shares and rights are expected to be traded on the Nasdaq Global Market under the symbols “BREZ” and “BREZR,” respectively.
IB Capital LLC and I-Bankers Securities, Inc. are acting as book-running managers of the offering. The underwriters have been granted a 45-day option to purchase up to an additional 1,875,000 units offered by the Company to cover over-allotments, if any. The offering is expected to close on or about May 14, 2026, subject to customary closing conditions.
The offering is being made only by means of a prospectus. When available, copies of the prospectus related to this offering may be obtained from IB Capital LLC at 51 Kings Court St; PH, San Juan, PR 00911.
A registration statement relating to the securities was declared effective by the Securities and Exchange Commission (“SEC”) on May 12, 2026. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Breeze Acquisition Corp. II
Breeze Acquisition Corp. II is a blank check company incorporated in the Cayman Islands for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination with one or more businesses or entities. The Company intends to focus its initial search on target businesses with global operations and differentiated technology or capabilities, particularly in healthcare, biotechnology, advanced manufacturing, robotics, artificial intelligence, and related sectors. The net proceeds of the offering will be used to fund such business combination.
Forward-Looking Statements
This press release includes forward-looking statements that involve risks and uncertainties. Forward-looking statements are statements that are not historical facts. Such forward-looking statements, including with respect to the closing of the initial public offering and the anticipated use of the net proceeds thereof, are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements, including those set forth in the risk factors section of the prospectus used in connection with the Company’s initial public offering filed with the SEC, copies of which are available on the SEC’s website, at www.sec.gov. No assurance can be given the offering discussed above will be completed on the terms described, or at all, or the net proceeds of the offering will be used as indicated. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based, except as required by law.
Contact:
J. Douglas Ramsey Breeze Acquisition Corp. II 955 W. John Carpenter Fwy Suite 100-929 Irving, TX 75039 (888) 273-9001
FAQ
What are the main terms of Breeze Acquisition Corp. II (BREZ) IPO announced in May 2026?
Breeze Acquisition Corp. II priced 12,500,000 units at $10.00 each, for $125 million in gross proceeds. According to the company, each unit includes one ordinary share and one right, with Nasdaq Global Market trading expected to start May 13, 2026 under BREZU.
What does each BREZU unit of Breeze Acquisition Corp. II contain for investors?
Each BREZU unit consists of one ordinary share and one right issued by Breeze Acquisition Corp. II. According to the company, every right entitles the holder to receive one-fifth of one ordinary share after completion of the initial business combination, subject to the stated terms.
When will Breeze Acquisition Corp. II (BREZU, BREZ, BREZR) securities start trading on Nasdaq?
The units of Breeze Acquisition Corp. II are expected to begin trading on Nasdaq Global Market on May 13, 2026 under symbol BREZU. According to the company, once separated, ordinary shares will trade as BREZ and rights will trade as BREZR on Nasdaq.
What over-allotment option is available in the Breeze Acquisition Corp. II (BREZ) IPO?
Underwriters received a 45-day option to buy up to 1,875,000 additional units in the Breeze Acquisition Corp. II offering. According to the company, this over-allotment option can increase total units sold if investor demand justifies additional allocations within the option period.
Was the Breeze Acquisition Corp. II (BREZ) IPO registration declared effective by the SEC?
Yes, the registration statement for Breeze Acquisition Corp. II securities was declared effective by the SEC on May 12, 2026. According to the company, the public offering is being conducted only by means of a prospectus made available to interested investors through authorized channels.
