Breeze Holdings Acquisition Corp. Shareholders Approve Business Combination with YD Biopharma Limited
Breeze Holdings Acquisition Corp. (OTCQX: BRZH) shareholders have approved the business combination with YD Biopharma Limited, a Taiwan-based biopharmaceutical company focused on vaccines and therapeutic biologics. The special meeting saw 3,128,495 shares represented, with 3,127,474 shares voting in favor of the merger.
The combined entity will be renamed to YD Bio Limited and is expected to trade on the Nasdaq under the ticker symbol "YDES". The transaction is anticipated to close within two weeks, pending customary closing conditions.
Breeze Holdings Acquisition Corp. (OTCQX: BRZH) gli azionisti hanno approvato l'aggregazione aziendale con YD Biopharma Limited, una società biofarmaceutica con sede a Taiwan specializzata in vaccini e biologici terapeutici. Alla riunione straordinaria erano rappresentate 3.128.495 azioni, di cui 3.127.474 azioni hanno votato a favore della fusione.
La società risultante sarà rinominata YD Bio Limited e dovrebbe essere quotata al Nasdaq con il simbolo "YDES". L'operazione è prevista essere completata entro due settimane, salvo le consuete condizioni di chiusura.
Breeze Holdings Acquisition Corp. (OTCQX: BRZH) los accionistas aprobaron la combinación empresarial con YD Biopharma Limited, una compañía biofarmacéutica con sede en Taiwán centrada en vacunas y productos biológicos terapéuticos. En la reunión extraordinaria estuvieron representadas 3.128.495 acciones, y 3.127.474 acciones votaron a favor de la fusión.
La entidad combinada pasará a llamarse YD Bio Limited y se espera que cotice en el Nasdaq bajo el símbolo "YDES". La transacción debería cerrarse en un plazo de dos semanas, sujeto a las condiciones habituales de cierre.
Breeze Holdings Acquisition Corp. (OTCQX: BRZH)의 주주들은 백신 및 치료용 생물학제제에 주력하는 대만 기반의 바이오제약사인 YD Biopharma Limited와의 합병을 승인했습니다. 특별 주주총회에는 3,128,495주가 참석했으며, 그중 3,127,474주가 합병에 찬성표를 던졌습니다.
합병 후 회사명은 YD Bio Limited로 변경되며, Nasdaq에 "YDES"라는 티커로 상장될 예정입니다. 거래는 통상적인 마감 조건이 충족되면 약 2주 내에 마무리될 것으로 예상됩니다.
Breeze Holdings Acquisition Corp. (OTCQX: BRZH) les actionnaires ont approuvé la combinaison d'activités avec YD Biopharma Limited, une société biopharmaceutique basée à Taïwan spécialisée dans les vaccins et les produits biologiques thérapeutiques. Lors de l'assemblée extraordinaire, 3 128 495 actions étaient représentées, et 3 127 474 actions ont voté en faveur de la fusion.
L'entité réunie sera renommée YD Bio Limited et devrait être cotée au Nasdaq sous le symbole "YDES". La transaction devrait être finalisée d'ici deux semaines, sous réserve des conditions de clôture habituelles.
Breeze Holdings Acquisition Corp. (OTCQX: BRZH) Aktionäre haben der Unternehmenszusammenführung mit YD Biopharma Limited, einem in Taiwan ansässigen Biopharmaunternehmen mit Schwerpunkt auf Impfstoffen und therapeutischen Biologika, zugestimmt. Auf der Sondersitzung waren 3.128.495 Aktien vertreten, davon stimmten 3.127.474 Aktien für die Fusion.
Das fusionierte Unternehmen wird in YD Bio Limited umbenannt und soll unter dem Tickersymbol "YDES" an der Nasdaq gehandelt werden. Der Abschluss der Transaktion wird, vorbehaltlich der üblichen Abschlussbedingungen, innerhalb von zwei Wochen erwartet.
- Strong shareholder approval with 99.97% of votes in favor of the merger
- Uplisting to Nasdaq from OTC markets, potentially increasing visibility and liquidity
- Strategic expansion into biopharmaceutical sector with focus on vaccines and therapeutics
- Transaction completion still subject to closing conditions
- Potential integration risks between SPAC and biotech company
- Execution risks in transitioning from SPAC to operating company
Insights
Breeze Holdings shareholders approved the SPAC merger with YD Biopharma, creating YD Bio Limited with upcoming Nasdaq listing under "YDES".
The shareholders of Breeze Holdings Acquisition Corp. have overwhelmingly approved the business combination with YD Biopharma Limited, a Taiwan-based biopharmaceutical company focused on vaccines and therapeutic biologics. The vote showed near-unanimous support with 3,127,474 shares voting in favor versus just 1,000 against, representing over 99.9% approval rate from participating shareholders.
This SPAC transaction will create a new publicly-traded entity called YD Bio Limited, which will trade on the Nasdaq under the ticker symbol "YDES." The merger is expected to complete within the next two weeks, pending final closing conditions.
For YD Biopharma, this business combination provides a streamlined path to the public markets without undergoing the traditional IPO process. The transaction grants the Taiwan-based biopharmaceutical company access to U.S. capital markets, potentially enabling accelerated development of their pipeline of vaccines and therapeutic biologics for infectious diseases.
This approval marks the culmination of the SPAC's purpose - Breeze Holdings was specifically formed to identify and merge with a promising private company. For shareholders who remain invested through the merger, their investment thesis now shifts from the SPAC's acquisition potential to YD Biopharma's fundamental business prospects in the competitive biopharmaceutical sector.
Transaction Expected to Close in the Coming Days
Combined Company to be Named YD Bio Limited and Expected
to Trade on Nasdaq Under Ticker Symbol “YDES”
IRVING, Texas, Aug. 15, 2025 (GLOBE NEWSWIRE) -- Breeze Holdings Acquisition Corp. (“Breeze”) (OTCQX: BRZH; OTCQB: BRZHR, BRZHW), a publicly traded special purpose acquisition company, today announced that its stockholders voted to approve the previously announced business combination (the “Business Combination”) with YD Biopharma Limited (“YD Biopharma”), a Taiwan–based biopharmaceutical company dedicated to developing, manufacturing and commercializing innovative vaccines and therapeutic biologics for infectious diseases and other indications.
The special meeting of stockholders was held on August 14, 2025. Holders of 3,128,495 shares were represented in person or by proxy, constituting a quorum. The Business Combination Proposal was approved by a vote of 3,127,474 shares in favor, 1,000 shares against, and 21 abstentions. All other proposals necessary to complete the transaction, including amendments to the charter of the combined company and approval of the Pubco Incentive Plan, were also approved.
A replay of the meeting is available at www.virtualshareholdermeeting.com/BRZH2025SM2.
Upon closing, the combined company will operate as YD Bio Limited and its ordinary shares are expected to begin trading on the Nasdaq Stock Market under the new ticker symbol “YDES.” The closing is expected to occur within the next two weeks, subject to the satisfaction of customary closing conditions.
Advisors
ArentFox Schiff LLP is acting as legal advisor to YD Biopharma. I-Bankers Securities, Inc. is acting as financial advisor to Breeze. Woolery & Co. PLLC is acting as legal advisor to Breeze. Ogier is acting as Cayman Islands legal advisor to Breeze.
About YD Biopharma Limited
YD Biopharma Limited is a clinical-stage biopharmaceutical company focusing on cancer prevention medical diagnostics and the development of exosome-based therapeutics with the potential to transform the treatment of a wide spectrum of diseases with high unmet medical need. Through continuous effort and innovation, the Company has also become a recognized supplier of clinical trial drugs and has begun developing and supplying post-market auxiliary products.
For more information, please visit www.yd-biopharma.com.
About Breeze Holdings Acquisition Corp.
Breeze is a blank check company organized for the purpose of effecting a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization, or other similar business combinations with one or more businesses or entities.
Cautionary Note Regarding Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including, among other things, statements regarding the anticipated benefits and impact of the proposed transaction on the combined company’s business and future financial and operating results, the anticipated timing of closing of the proposed transaction, the anticipated growth of the industries and markets in which YD Biopharma competes, the success and customer acceptance of YD Biopharma’s product and service offerings and other aspects of YD Biopharma’s operations, plans, objectives, opportunities, expectations or operating results, the expected ownership structure of the combined company and the likelihood and ability of the parties to successfully consummate the proposed transaction. Words such as “may,” “should,” “will,” “believe,” “expect,” “anticipate,” “intend,” “estimated,” “target,” “project,” and similar phrases or words of similar meaning that denote future expectations or intent regarding the combined company’s financial results, operations and other matters are intended to identify forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. Such forward-looking statements are based upon the current beliefs and expectations of management and are inherently subject to significant business, economic and competitive risks, uncertainties and other factors, both known and unknown, which are difficult to predict and generally beyond our control and that may cause actual results and the timing of future events to differ materially from the results and timing of future events anticipated by the forward-looking statements in this press release.
The forward-looking statements contained in this press release are also subject to additional risks, uncertainties and factors, including those described in Breeze Holdings’ most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q and other documents filed or to be filed with the SEC by Breeze Holdings from time to time. You are cautioned not to place undue reliance on forward-looking statements as a predictor of future performance as projected financial information and other information are based on estimates and assumptions that are inherently subject to various significant risks, uncertainties and other factors, many of which are beyond our control. The forward-looking statements included in this press release are made only as of the date hereof, and we disclaim any intention or obligation to update any forward-looking statements as a result of developments occurring after the date hereof. Forecasts and estimates regarding YD Biopharma’s industry and end markets are based on sources we believe to be reliable, however there can be no assurance these forecasts and estimates will prove accurate in whole or in part. Annualized, pro forma, projected and estimated numbers are used for illustrative purposes only, are not forecasts and may not reflect actual results.
No Offer or Solicitation
This press release is for informational purposes only and is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or to buy any securities or a solicitation of any proxy, consent, vote or approval with respect to any securities in respect of the proposed transaction and is not a substitute for the Proxy Statement/Prospectus or any other document that Breeze Holdings may file with the SEC or send to Breeze Holdings’ or YD Biopharma’s stockholders in connection with the proposed transaction. No offer, sale, issuance or transfer of securities shall be made in any jurisdiction in which such offer, sale, issuance or transfer would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
Contacts:
YD Biopharma Limited
Robert Chiu
bobc95@yd-biopharma.com
Investor Relations
Jackson Lin
Lambert by LLYC
Tel: +1 (646) 717-4593
Email: jian.lin@llyc.global
Breeze Holdings Acquisition Corp.
Investor Relations
Cody Slach
Gateway Group
(949) 574-3860
BREZ@gateway-grp.com
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