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BREZR

Breeze Acquisition Corp. II
LAST CLOSE… Blank Checks
91
SEVERE
RISK INDEX
RED FLAGS 76 OFFICIAL 8-K NOTICES 15 = 91/100. WHY THIS NUMBER, PIECE BY PIECE.

THE READ 55 red-flag mentions across this year's filings, led by dilution and going concern doubt.

FLAGS DILUTION CASH WHAT CHANGED VERDICT INSIDERS OUTSIDE RECORDS
01

Red Flags

2025-10-13 → 2026-10-13

We read every document this company filed with the SEC this year and counted the classic danger phrases. Where wording can be misleading, we open the actual documents and separate real warnings from accounting boilerplate. Each hit links to the exact document.

Dilution (at the market offering) 20 REAL WARNINGS · 5 matching docS this year

An ATM lets the company print and sell new shares into the market any day it wants. Every print dilutes your slice.

EVIDENCE: [1] S-1 FILED 2025-11-17 · [2] S-1/A FILED 2026-03-09 · [3] S-1/A FILED 2026-03-03 · [4] S-1/A FILED 2026-05-06 · [5] S-1/A FILED 2026-02-23

Reverse stock split CLEAN

A reverse split shrinks the share count to lift the price above $1. Repeat reverse splits are the classic death-spiral signature.

Going concern doubt AT LEAST 30 REAL WARNINGS · 8 matching docS this year

Auditors flagged substantial doubt the company survives the next 12 months without new money.

EVIDENCE: [1] 8-K/A FILED 2026-09-09 · [2] 8-K FILED 2026-06-02 · [3] 10-Q FILED 2026-09-23 · [4] S-1 FILED 2025-11-17 · [5] S-1/A FILED 2026-03-09

Delisting / exchange risk AT LEAST 5 REAL WARNINGS · 6 matching docS this year

The exchange has threatened to kick the stock off. Delisting pressure usually ends in a reverse split or a fire-sale raise.

EVIDENCE: [1] 8-K FILED 2026-08-21 · [2] S-1 FILED 2025-11-17 · [3] S-1/A FILED 2026-03-09 · [4] S-1/A FILED 2026-03-03 · [5] S-1/A FILED 2026-05-06

SOURCE: FULL-TEXT SEARCH OF THE COMPANY'S OFFICIAL SEC FILINGS. "REAL WARNINGS" = WE OPENED THE LINKED DOCUMENTS AND FILTERED PHRASES WRAPPED IN NEGATIONS, RESOLUTION LANGUAGE OR STANDARD CONTRACT TERMS. "AT LEAST" = MORE DOCUMENTS CARRY THE PHRASE THIS YEAR THAN WE COULD OPEN AND READ.

02

The Printing Press

How many shares exist, over time, exactly as the company reported in its own filings. In microcaps, a rising share count is how holders pay for everything: salaries, debts, and bad deals. Sudden collapses in the line are reverse splits, marked below.

19,870,676
SHARES OUTSTANDING TODAY
as reported in the 10-Q filed 2026-09-23

THIS COMPANY HAS NOT REPORTED ENOUGH PERIODS TO DRAW A TREND LINE YET. ONE NUMBER, CITED.

03

Cash Countdown

Cash in the bank against how fast the company burns it. When this hits zero, the next stop is usually a desperate raise at bad terms, and existing holders pay through dilution.

This company's filings do not report usable cash or burn figures. That is rare, and rarely good.

RUNWAY = CASH ON HAND ÷ MONTHLY CASH BURN. SIMPLE ARITHMETIC ON THE COMPANY'S OWN REPORTED NUMBERS, NOT A PROJECTION.

04

What the Newest Filing Changed

The latest filings, translated into holder impact. Every number cites its form, date and SEC link.

Shares outstanding

Shares outstanding: nothing to compare. This company's filings do not publish a share count for two consecutive periods, so no honest change can be computed.

Cash and equivalents

Cash and equivalents: nothing to compare. This company's filings do not publish us-gaap:CashAndCashEquivalentsAtCarryingValue, so no honest change can be computed.

Total assets +126.2%

Total assets rose to $491K (from $217K, +126.2%) between 10-Q 2025-12-31 and 10-Q 2026-03-31.

NOW: $491K as of 2026-03-31 (10-Q, filed 2026-09-23)

WAS: $217K as of 2025-12-31 (10-Q, filed 2026-09-23)

Total liabilities +129.4%

Total liabilities rose to $731K (from $319K, +129.4%) between 10-Q 2025-12-31 and 10-Q 2026-03-31.

NOW: $731K as of 2026-03-31 (10-Q, filed 2026-09-23)

WAS: $319K as of 2025-12-31 (10-Q, filed 2026-09-23)

Revenue

Revenue: nothing to compare. This company's filings do not publish us-gaap:Revenues, so no honest change can be computed.

Cash burn / runway

Operating cash flow was $-133K over the period ended 2026-03-31 (~$46K/month burn). Cash for runway is not published in the facts, so runway is n/a.

NOW: $-133K as of 2026-03-31 (10-Q, filed 2026-09-23)

!

Critical 8-K Ledger

OFFICIAL NOTICES · 24 MO

When something material happens, the company itself must announce it in an 8-K under the SEC's numbered item system. These are those announcements, newest first: bankruptcy papers, exchange delisting warnings, auditor changes, financials pulled back. Read straight from the SEC filing index, no interpretation layer.

2026-08-31 ITEM 4.02 · OLD NUMBERS WITHDRAWN FILING ↗
2026-08-21 ITEM 3.01 · DELISTING / EXCHANGE NOTICE FILING ↗
2026-05-15 ITEM 3.02 · UNREGISTERED SHARE SALE ITEM 5.02 · OFFICER / DIRECTOR EXIT FILING ↗

SOURCE: THE ITEM NUMBERS THE COMPANY ITSELF PUT ON EACH 8-K IN THE SEC'S FILING INDEX. HOVER A STAMP FOR WHAT THAT ITEM MEANS FOR YOUR SHARES. OFFICIAL NOTICES INSIDE THE LAST 12 MONTHS ALSO FEED THE RISK INDEX ABOVE (CAPPED AT 15 POINTS).

NO 8-K IN THE LAST 7 DAYS. SILENCE IS NOTED TOO.

05

The Verdict

AVOID · MED CONFIDENCE

A rules-based reading of the cited filing facts: a range with reasons, never a prediction.

AVOID
SCREENING VERDICT
MED confidence

BASIS FOR

No cited positive facts.

AGAINST

−1

The filings do not publish a comparable share count for the last two quarters, so dilution could not be measured for this verdict.

−2

The filings do not report usable cash and operating-burn figures, so runway could not be computed for this verdict.

−3

The filings do not publish comparable revenue figures for two consecutive periods, so the revenue trend could not be measured.

−4

No fair-value bracket: the filings (or the optional price feed) do not provide enough cited numbers to compute one honestly.

−5

Verified going-concern warnings in a recent filing: auditors or management flagged substantial doubt about continuing (document text checked, boilerplate excluded).

METHOD: DETERMINISTIC RULES OVER CITED SEC FILING FACTS: SHARE-COUNT CHANGE BETWEEN THE LAST TWO REPORTED QUARTERS (DILUTION), CASH-TO-BURN RUNWAY FROM THE MOST RECENT OPERATING CASH FLOW, PERIOD-OVER-PERIOD REVENUE GROWTH, AND A FAIR-VALUE RANGE ANCHORED TO CASH PER SHARE VS PRICE. THRESHOLDS ARE TUNABLE IN APP/VERDICT_ENGINE.PY. NOT A PREDICTION.

06

Insider Paper Trail

Every time an officer, director or big owner trades shares, the law makes them file a Form 4 within two business days. We read the actual filings: who traded, what kind of trade, how big, at what price.

PARSING FORM 4 FILINGS
who bought, who sold, at what price: straight from the SEC's own XML
07

Filing Timeline

The company's most recent SEC paperwork, newest first.

10-Q 2026-09-23 0001213900-26-102588
8-K/A 2026-09-09 0001213900-26-098452
8-K 2026-08-31 0001213900-26-095265
8-K 2026-08-21 0001213900-26-092598
SCHEDULE 13G 2026-08-14 0000886982-26-000517
NT 10-Q 2026-08-14 0001213900-26-090038

SOURCE: THE COMPANY'S SEC FILING INDEX

08

Outside the Filings

Public records that most investors never check, cross-checked against what the company claims. This is where shells slip up.

compsciresources.com
WEB ADDRESS ON RECORD
registered 1997-11-05 · via Amazon Registrar, Inc.
28.9 YRS OLD
DOMAIN AGE
old and consistent with an operating company: a good sign
1
OFFICIAL OFFERING DOCS · 12M
last one 2026-05-14: shares were actually sold to the market
5
SHELF REGISTRATIONS · 12M
paperwork filed to allow future share sales: future dilution waiting
0
BIG-OWNER TAKEOVER FILINGS · 12M
no outside investor has crossed the 5% disclosure line this year
PUBLIC FLOAT
shares actually tradable, vs held by insiders and big owners
SOLD SHORT
FINRA short interest: how many shares are bets against this company, and how many days of trading it would take to cover
CLEAR
US SANCTIONS SCREEN
company name checked against the official US sanctions list (19334 entries)
LEGAL IDENTITY (LEI)
every company that trades securities must carry a global legal identifier: status, parent chain and subsidiaries from the official registry
INSTITUTIONAL HOLDERS · 13F
quarterly institutional holdings filings scanned for this exact company name: which funds still report holding shares, from their own filings
SITE HISTORY
how long the company's website has been around, per the public web archive
CERT RECORD
public certificate logs date the company's web infrastructure: old and boring is good, brand-new is a tell
REGISTRANT HISTORY
old snapshots of public WHOIS pages: has the registered owner of this address changed hands
HOSTING + MAIL RECORDS
public DNS records: where the address is pointed and whether it can even receive mail

SOURCES: PUBLIC DOMAIN REGISTRATION RECORDS (FOUND IN THE COMPANY'S OWN FILING SIGNATURES) · THE COMPANY'S SEC FILING INDEX · OFFICIAL US SANCTIONS LIST · QUARTERLY 13F FILINGS VIA EDGAR FULL-TEXT SEARCH · LEGAL-IDENTITY, SITE-HISTORY, CERTIFICATE, REGISTRANT-HISTORY AND DNS SLOTS STREAM IN FROM FREE PUBLIC REGISTRIES WITHOUT BLOCKING THIS PAGE.

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09

Company Record

Legal nameBreeze Acquisition Corp. II
Fiscal year end1231
HQ955 W. JOHN CARPENTER FWY, SUITE 100-929, IRVING, TX
Last periodic report2026-09-23 (10-Q, 20d ago)
Shares outstanding19,870,676 as of 2026-09-23 (10-Q)

SOURCE: THE COMPANY'S SEC FILING INDEX

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