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Breeze Acquisition Corp. II
Jeffrey Bieber raised $175M for Breeze Acquisition Corp. II in 2021. The Beverly Hills SPAC searches for a single operating business to merge with.
Breeze Acquisition Corp. II
Breeze Acquisition Corp. II formed in 2021 as a special purpose acquisition company, filing for a $175 million initial public offering that priced that October. Jeffrey Bieber, a former chief financial officer at multiple public companies, stepped in as CEO and director, while J. Kent Masters took the chairman role. The vehicle arrived at the tail end of the SPAC wave that had reshaped US equity markets during the pandemic years. The company has not yet announced a definitive merger target, leaving its full deployable cash resting in trust. Its mandate permits a search across any industry, though blank-check firms of this vintage typically gravitate toward technology, media, or business services — sectors where growth narratives can justify premium valuations. Breeze II's IPO prospectus did not bind the sponsors to a specific geography or sector, meaning a deal could land anywhere from domestic software to European industrials. The team operates from Beverly Hills, a location that situates it within the dense Southern California SPAC ecosystem that also produced vehicles like Forest Road Acquisition Corp. and Gores Holdings. Bieber's prior roles include CFO positions at smaller public companies, which gave him transaction experience but no prior SPAC track record. Masters, the chairman, has a longer industrial resume, including leadership roles at chemical and manufacturing firms. Breeze II's architecture is the classic one-shot SPAC: raise a blind pool, search for two years, and either merge or liquidate. That deadline — roughly October 2023 under the original terms, though likely extended via shareholder vote — is the structural constraint that defines every conversation between the sponsor and potential targets.
General information
Firm type
null
Year founded
2021
AUM
Undisclosed
Location
Region
North America
Country
United States
City
Beverly Hills
Corporate office
Beverly Hills, CA, United States
Principals
J. Kent Masters
Chairman
Jeffrey A. Bieber
Chief Executive Officer and Director
Frequently asked questions
What is the current status of Breeze Acquisition Corp. II's deal search?
As of the latest public filings, Breeze II has not disclosed a definitive merger agreement. SPACs of its 2021 vintage are operating against a two-year deadline to complete a business combination, though many have secured shareholder approvals for extensions. The trust balance, originally $175 million, is subject to redemptions that typically reduce the available cash pool.
Who controls the sponsor entity behind Breeze II?
Jeffrey Bieber serves as CEO and a director of the SPAC, representing the sponsor group. J. Kent Masters is the chairman. The sponsor typically holds founder shares purchased for a nominal amount, which vest upon a successful merger, aligning incentives with completion of a deal.
What industries is Breeze II targeting?
The IPO prospectus did not limit the search to a specific sector, giving the sponsor broad discretion. Blank-check companies that raised capital in 2021 often pursued technology or business services targets, but Breeze II could pursue a deal in any industry where the sponsors identify an opportunity.
How does Breeze II compare to the first Breeze Acquisition Corp.?
Breeze Acquisition Corp., the predecessor vehicle, completed a merger in 2022. Jeffrey Bieber was not listed as a principal on that first SPAC. The second iteration raises new capital under a fresh charter, with a different sponsor team composition and an independent deal search.
What happens if Breeze II fails to complete a deal?
If Breeze II cannot consummate a business combination by its deadline — adjusted for any shareholder-approved extensions — the SPAC must liquidate and return the trust proceeds to public shareholders. The founder shares held by the sponsor would become worthless, creating strong financial incentive to find a target.
How much capital is actually available for a deal after potential redemptions?
The $175 million figure represents the gross IPO proceeds in trust. Actual deal funding depends on redemptions, which often exceed 80% for SPACs that go to a shareholder vote. The definitive merger proxy will disclose the final trust balance and any supplemental financing the sponsor has arranged.
Are there any conflicts of interest with the sponsor's other activities?
Public filings do not flag specific conflicts, but SPAC sponsors frequently participate in multiple vehicles or operating businesses. The prospectus outlines standard conflict-of-interest provisions, including the requirement that any related-party transaction must be approved by independent directors or receive a fairness opinion.
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