Shearman &  Sterling advised TV Ammo (True Velocity) as they entered into a definitive business combination agreement with Breeze Holdings Acquisition (Breeze Holdings). Breeze Holdings will merge with and into True Velocity, with True Velocity surviving the merger as a wholly-owned subsidiary of Breeze Holdings.

The transaction has an estimated enterprise value of $1.21 billion and will include a private placement financing by True Velocity of up to $100 million. Following the closing of the Transaction, which is expected to occur in the first quarter of 2023, Breeze Holdings will be renamed True Velocity.

True Velocity is an advanced technology manufacturing company focused on developing and producing ammunition utilizing cutting-edge composite materials for military, law enforcement and commercial applications.

Breeze Holdings is a Delaware blank check company organized for the purpose of effecting a business combination with one or more businesses or entities.

The Shearman & Sterling team below was supported by associate Rebecca McCraw (DC-AT).

The Team