M3-Brigade Acquisition II Corp.
MBAC · NYSE
NO ACTION REQUIRED
Nothing left to do
The purchase completed and the shares became shares in the company it bought. There is no deadline left to miss.
Cash at settlement
No cash-per-share figure was filed for this vehicle before it finished.
Last close
Daily close
No price history on file yet — daily closes accumulate from the market data feed.
Trust settled · There is no line to draw here. This vehicle has finished: the cash was paid back or spent closing the deal, so the last filed figure describes an account that no longer exists and would be a floor under nothing.
SpacBrain’s read
Trust settled
The deal closed — SPAC shares became the target's shares, so there is no trust left to redeem (nobody missed a window; holders who wanted cash elected it at the vote).
In plain terms
- What it is
- A SPAC from M3-Brigade Sponsor II LP, listed on NYSE in March 2021.
- What it's doing now
- It agreed in January 2022 to buy Syniverse Corporation, a Mobile messaging and roaming services provider company. The deal valued that business at about $2.69B. That purchase completed, and it stopped being a SPAC — the shares became shares in the business it bought.
- What you should know
- This SPAC has finished. The purchase completed, and the shares became shares in the company it bought — anyone who wanted the cash instead asked for it at the vote, so there is no cash left here to claim and no deadline left to miss.
At a glance
- Where it stands
- Closed (deSPAC)
- The business it bought
- Syniverse Corporation
- Industry
- Mobile messaging and roaming services provider
- Deal value
- $2.7B
- announced 7 January 2022
- Price vs cash at settlement
- no live price on file
- Cash in trust when it settled
- not yet extracted into a snapshot — the filings below may state it
- the last trust total filed while this was still a SPAC — the account has since been paid out or used to close the deal
- IPO
- 5 March 2021
- size not on file · 100.0% of each $10 unit into trust
- Headquarters
- 130 WEST 42ND STREET, 17TH FLOOR, NEW YORK, NY, 10036
- registered in Delaware
- Lead underwriter
- not extracted from the prospectus yet
- Key officers
- GARNER CHARLES HUGH FARKAS (EVP and Secretary) · GARRISON FRANK M (Director) · Meghji Mohsin Y (Director)
- Listed securities
- MBAC common
This vehicle has finished, so there is no window to file a cash-per-share figure for and none will follow. No estimate is shown in its place.
Nothing dated is on file. That is an absence in the record, not a statement that nothing is coming.
Yield to redemption
Nothing left to redeem — no yield to compute.
This SPAC has finished — its trust was paid back or used to close the deal, so there is nothing left to redeem and no yield to compute. A yield to redemption is a claim that you can hand these shares back for the trust cash. That account is closed, so this page will not print a number here.
What happened to the cash
The reasoning behind the verdict above, in the order the filings establish it.
- The deal closed — SPAC shares became the target's shares, so there is no trust left to redeem (nobody missed a window; holders who wanted cash elected it at the vote).
What has happened, and what is coming
2 dated milestonesEvery dated step from the day it listed to the next date you may have to act on. Where you have to do something, the day your broker needs the instruction is marked too.
- 5 March 2021IPOpassed
IPO size not on file
- 7 January 2022Deal announcedpassed
Combination with Syniverse Corporation
The deal
terms as filedWhat it is buying, on what terms, and how much of the combined company new shares take from you.
- Syniverse Corporation$2.7B · announced 7 January 2022closedpost-close SYNVSEC primary
The score
deterministic, from filed fieldsMBAC is not in the scored universe, so no score is shown. A withheld score is a fact about the record, not a verdict about the company.
The score is only published for names that carry both a price and a filed cash-per-share figure — 292 of the tracked fleet today. The rest keep an empty dial rather than a modelled one, and fill in by themselves as the fields land.
The company
from SEC filingsRead the full profile
M3-Brigade Acquisition II Corp. was a blank-check company whose common stock traded on the New York Stock Exchange under the ticker MBAC. The company priced its initial public offering on March 5, 2021, under SEC file number 333-253132, an S-1 registration of shares sold for cash, and described itself as a blank-check company in its 424B4 prospectus. It was assigned SEC SIC industry code 4899 (Communications Services, NEC) and SEC CIK 0001839175. The vehicle completed a business combination and no longer files, with the closing established by an 8-K filed on September 21, 2023 by successor registrant M3-Brigade Acquisition III Corp., which carried item 2.01 (Completion of Acquisition) naming M3-Brigade Acquisition II Corp.
Material findings
from the full read of every filingEvery document this company files gets read whole — body and exhibits. These are the ones the read flagged as material, newest first, each citing its filing.
The consideration is a formula, not a share count. Aggregate Merger Consideration is $704,440,000, adjusted for the Twilio Investment, for certain leakage occurring after November 30, 2020 up to the effective time, and for the aggregate exercise price of Syniverse's in-the-money options, then multiplied by one minus the Investment Percentage and struck at a value of $10.00 per share. The Exchange Ratio is that consideration divided by Syniverse's aggregate fully diluted share count, so the per-share outcome moves with both the adjustments and the Twilio subscription.
Two different headline numbers describe the same deal: the fee table uses a base purchase price of $732,752,032, while the Aggregate Merger Consideration is defined as Class A Stock equal to $704,440,000 — adjusted for the Twilio Investment, for leakage occurring after November 30, 2020, and for the aggregate exercise price of Syniverse's in-the-money options — multiplied by one minus the Investment Percentage, at a value of $10.00 per share. The filing says it cannot determine the size or even the sign of the adjustment. The meeting date is blank.
Filings
live EDGAR feedEverything this company has filed with the SEC recently, newest first, each with a plain summary of what changed and why it matters.
Show the other 10 filings
trust account, combination deadline, going-concern doubt +1nothing moved · 4 with no prior record of ours
- Trust account
- $404.1M · unchanged
- Combination deadline
- 2023-12-08 · unchanged
- Going-concern doubt
- stated · unchanged
- Redeemable shares
- 4.54M · unchanged
The clause “Trust Account. As of September 30, 2023 and December 31, 2022, $47,762,784 and $404,097,322 was held in the Trust Account, respectively. We had cash outside of trust of $9,870 and $124,855 at September 30, 2023 and December 31, 2022,”…
The clause …“needs, obtain approval for an extension of the deadline or complete a Business Combination by December 8, 2023, then the Company will cease all operations except for the purpose of liquidating. The Company intends to complete a”…
The clause …“is not requested by the Sponsor, and potential subsequent dissolution, raises substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities”…
The clause …“450,000,000 shares authorized; no shares issued and outstanding (excluding 4,536,981 and 40,000,000 shares subject to possible redemption, respectively) as of September 30, 2023 and December 31, 2022 — — Class B common shares. $”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
trust account, combination deadline, going-concern doubt +1nothing moved · 4 with no prior record of ours
- Trust account
- $404.1M · unchanged
- Combination deadline
- 2023-12-08 · unchanged
- Going-concern doubt
- stated · unchanged
- Redeemable shares
- 4.54M · unchanged
The clause …“the Trust Account. As of June 30, 2023 and December 31, 2022, $47,148,589 and $404,097,322 was held in the Trust Account, respectively. We had cash outside of trust of $324,161 and $124,855 at June 30, 2023 and December 31, 2022,”…
The clause …“needs, obtain approval for an extension of the deadline or complete a Business Combination by December 8, 2023, then the Company will cease all operations except for the purpose of liquidating. The Company intends to complete a”…
The clause …“is not requested by the Sponsor, and potential subsequent dissolution, raises substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities”…
The clause …“450,000,000 shares authorized; no shares issued and outstanding (excluding 4,536,981 and 40,000,000 shares subject to possible redemption, respectively) as of June 30, 2023 and December 31, 2022 — — Class B common shares. $ 0.0001”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
- What changed vs 2022-11-14trust $402.1M → $404.1M +1%deadline 2024-03-08 → 2023-12-08shares 40.0M → 4.54M -89%
trust account, combination deadline, redeemable shares +13 moved · 1 with no prior record of ours
- Trust account
- $402.1M$404.1M
- Combination deadline
- 2024-03-082023-12-08
- Redeemable shares
- 40.0M4.54M
- Going-concern doubt
- stated · unchanged
SpacBrain reads this as $2,039,121 was added to the trust between the two filings.
The clause …“Trust Account. As of March 31, 2023 and December 31, 2022, $46,868,284 and $404,097,322 was held in the Trust Account, respectively. We had cash outside of trust of $640,394 and $124,855 at March 31, 2023 and December 31, 2022,”…
SpacBrain reads this as 91 days earlier than the previous record.
The clause …“needs, obtain approval for an extension of the deadline or complete a Business Combination by December 8, 2023, then the Company will cease all operations except for the purpose of liquidating. The Company intends to complete a”…
SpacBrain reads this as 35,463,019 shares are no longer redeemable.
The clause …“450,000,000 shares authorized; no shares issued and outstanding (excluding 4,536,981 and 40,000,000 shares subject to possible redemption, respectively) as of March 31, 2023 and December 31, 2022 — — Class B common shares. $ 0.0001”…
The clause …“is not requested by the Sponsor, and potential subsequent dissolution, raises substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
- What changed vs 2022-04-15trust $400.0M → $404.1M +1%deadline 2023-03-08 → 2023-12-08
trust account, combination deadline, going-concern doubt +12 moved · 2 with no prior record of ours
- Trust account
- $400.0M$404.1M
- Combination deadline
- 2023-03-082023-12-08
- Going-concern doubt
- stated · unchanged
- Redeemable shares
- 40.0M · unchanged
SpacBrain reads this as $4,063,322 was added to the trust between the two filings.
The clause …“of operations. As of December 31, 2022, we had cash and marketable securities held in the Trust Account of approximately $404,097,322. We intend to use substantially all of the funds held in the Trust Account, including any amounts”…
SpacBrain reads this as 275 days later than the previous record.
The clause …“needs, obtain approval for an extension of the deadline or complete a Business Combination by December 8, 2023, then the Company will cease all operations except for the purpose of liquidating. The Company intends to complete a”…
The clause …“accounting firm’s report contains an explanatory paragraph that expresses substantial doubt about our ability to continue as a “going concern.” ● Our public stockholders may not be afforded an opportunity to vote on our proposed”…
The clause …“450,000,000 shares authorized; no shares issued and outstanding (excluding 40,000,000 shares subject to possible redemption) — — Class B common shares. $ 0.0001 par value, 50,000,000 shares authorized; 10,000,000 issued and”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
The sponsor
The people who set this company up, what they have done before, and the advisers around the deal.
M3-Brigade Sponsor II LPnamed as sponsor in this SPAC’s filings — but with no researched track record behind it yet.
A missing score, not a score of zero — why
A Sponsor Score is only published once the sponsor’s prior vehicles have been verified on EDGAR and their post-close outcomes priced. That record does not exist for this sponsor yet, so no number and no tier is shown. That is a missing score, not a score of zero — and not a neutral 50 either.
Coverage so far: 301 of 1283 tracked SPACs (23%) are attached to a scored sponsor. This card fills in by itself as the research lands.
The record
The reference detail — how the shares were structured at listing, how thinly they trade, and where the company is registered.
Show the reference detail
Unit structure
Unit: U = S + W/3 · 100.0% of the $10 unit
from 424B4 0001193125-21-070052
Trading & liquidity
Company profile
Directors & officers
- GARNER CHARLES HUGH FARKASEVP and Secretary
- GARRISON FRANK MDirector
- Meghji Mohsin YDirector
- GALLAGHER WILLIAM CExecutive Vice President
- Vincent StevenDirector
Institutional holders
from SC 13G/13DFunds that have declared a stake above 5%. Heavy ownership by arbitrage funds usually means heavy cash-outs at the next vote.
Show the declared stakes
6 filers with a stake on file · 0 re-affirmed in the last 12 months. A stake with no amendment since is the filer’s last word on it, not proof it is still held — and percentages filed in different years are percentages of different floats, because this vehicle’s share count collapses at every redemption.
- M3-Brigade Sponsor II LPwith 2 other reporting persons on the same schedule20.0% · SC 13GFeb 11, 2022 stale
- MILLENNIUM MANAGEMENT LLCwith 1 other reporting person on the same schedule3.8% · SC 13G/AJan 17, 2023 stale
- INTEGRATED CORE STRATEGIES (US) LLCwith 2 other reporting persons on the same schedule2.2% · SC 13G/AJan 18, 2022 stale
- NOMURA HOLDINGS INCwith 1 other reporting person on the same schedule0.0% · SC 13G/AFeb 14, 2024 stale
- Radcliffe Capital Management, L.P.with 5 other reporting persons on the same schedule0.0% · SC 13G/AFeb 14, 2024 stale
- Vellar Opportunities Fund Master, Ltd.with 4 other reporting persons on the same schedule0.0% · SC 13G/AFeb 14, 2023 stale
One line per filer, not per reporting person: a joint schedule names the management company, its funds and often the individual who controls them, and all of them report the same shares. Click a name for that filer’s whole footprint across every SPAC it has declared a stake in.
Sources on file
harvested pages, kept in fullEvery public page we have read about this company, stored in full so a source can never go missing.
Show the sources
38 full SEC filing texts archived — searchable, never lost.
- Vault note — MBAC (M3-Brigade Acquisition II Corp.)
vault-note · /vault/tickers/MBAC
- Vault deal note — Syniverse Corporation (MBAC)
vault-note · /vault/deals/syniverse-corporation
In plain English
tap a term to open itEvery piece of jargon this page could have used, and what it actually means.
Open the plain-English guide
No floor / floorlessthe cash guarantee is gone — the price is unprotected
A SPAC's downside protection is not the cash in trust; it is your right to demand that cash. Once the redemption window closes, the cash stays with the company and the share can trade anywhere.
Redemption deadlinethe last day to hand shares back for cash
Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.
Broker action datethe day your broker needs the instruction — earlier than the official date
Brokers batch redemption instructions to the transfer agent, so the practical cutoff is roughly two business days before the published deadline. This is the date that actually costs people the floor.
Cash in trust / trust per sharethe cash the company is holding for each public share
Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.
Trust discountbuying below the cash held for you
Only meaningful while a redemption right exists. On a floorless name the same arithmetic is not a discount, it is the market pricing distress, and this product will not call it a yield.
Dilutionhow much of the company new shares take from you
Sponsor promote, PIPE shares, warrants and rights all issue stock that did not pay $10 for it. The headline deal value is before that; the effective value is after.
Pro-forma equitywhat the company is valued at once the deal closes
The combined company's equity value assuming the announced terms and the redemptions that have actually happened.
ARShow much upside you get per unit of downside
SpacBrain's asymmetric-return score. It is deterministic — the same inputs always produce the same number — and it is capped, not zeroed, when the floor is gone.
De-SPACthe day the SPAC becomes the real company
The shares stop being a claim on a pot of cash and start being equity in an operating business. Roughly 80% of recent de-SPACs traded below $10 within a year.
Outside datethe contractual long-stop for closing the deal
A deadline between the SPAC and its target, not between the SPAC and you. It confers no right to cash, which is exactly why it must never be counted as a redemption window.
Accession numberthe SEC's unique id for one filing
Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.
Accreted NAV (estimate)the last filed cash figure, plus the interest it should have earned since
A model, not a filing: last filed value compounded at the 3-month T-bill for the days elapsed. Always shown in italic with the word estimate, and never printed beside a filed number without it.
Ask the brain
from its filingsData provenance & audit trail5 internal entries
Written by SpacBrain’s data agents whenever a figure is captured, corrected or flagged, and kept verbatim so every number on this page can be traced back to the filing that states it. This is a running log, not the current record: an early entry may be superseded by a later correction — the panels above always hold the current values.
admitted from EDGAR's QUARTERLY FORM INDEX, walked without any SIC filter. The SIC 6770 census could not reach this registrant: EDGAR reassigns a shell's SIC the day it stops being one, and this CIK now files under 4899 (Communications Services, NEC). The screen found it by filing SHAPE instead — S-1 2021-02-16 → 8-A12B 2021-03-03 → 424B4 2021-03-05 — which nothing rewrites. Admission rule: src/lib/universe-admit.ts. SIC 4899 + self-described blank check in 424B4 0001193125-21-070052; 424B 0001193125-21-070052 priced 2021-03-05 under S-1 0001193125-21-044151 (file 333-253132, an offering for cash); common ticker MBAC off 8-K 0001193125-21-129047 (2021-04-23); lifecycle EXITED. The pricing prospectus was filed under SEC file number 333-253132, which belongs to S-1 0001193125-21-044151 (2021-02-16) — a registration of shares sold for CASH, which is what makes it an IPO rather than merger consideration. Blank-check status from the registrant's own first-person sentence in that prospectus (EDGAR full-text search, 424B4 2021-03-05). Ending PROVEN, not inferred: CLOSED per 8-K 0001213900-23-078351 (2023-09-21) — the successor registrant M3-Brigade Acquisition III Corp. (CIK 0001856589) filed an 8-K carrying item 2.01 (Completion of Acquisition) naming "M3-Brigade Acquisition II Corp." — the SPAC merged into a new registrant and so filed no closing report of its own. ipoSizeM and deadline left NULL: gross-proceeds prose conflates the over-allotment with the offering, and a charter deadline belonging to a vehicle that has ended is a date nobody can act on. ipoDate is the 424B pricing date.
sponsor "M3-Brigade Sponsor II LP" sourced from prospectus definition (10-K) acc 0001213900-22-020110.
AI-extracted target (z-ai/glm-5.2, conf 0.95)
target recovered for a completed de-SPAC
entity created from the filed target name; no About paragraph on file, so every other field awaits a sourced read