SCHEDULE 13G: Roman DBDR Acquisition Sponsor II Discloses 25% Stake in Roman DBDR Acquisition Corp. II

Roman DBDR Acquisition Sponsor II LLC, along with its managing members Dixon Doll, Jr. and Donald G. Basile, has disclosed a 25.0% beneficial ownership stake in Roman DBDR Acquisition Corp. II, primarily through convertible Class B Ordinary Shares.

Summary

• The filing is a Schedule 13G, reporting beneficial ownership of securities in Roman DBDR Acquisition Corp. II.
• The Reporting Persons are Roman DBDR Acquisition Sponsor II LLC, Dixon Doll, Jr., and Donald G. Basile.
• The securities reported are Class A Ordinary Shares, par value $0.0001 per share, with CUSIP Number G7633M104.
• The Reporting Persons collectively beneficially own 7,666,667 Class B Ordinary Shares.
• This ownership represents 25.0% of the total Class A Ordinary Shares, calculated based on 23,000,000 Class A Ordinary Shares and 7,666,667 Class B Ordinary Shares outstanding as of February 7, 2025.
• The Class B Ordinary Shares are automatically convertible into Class A Ordinary Shares on a one-for-one basis at the time of the Issuer's initial business combination or at the holder's option prior to the business combination, subject to certain adjustments.
• Roman DBDR Acquisition Sponsor II LLC holds sole voting and dispositive power over the 7,666,667 Class B Ordinary Shares.
• Dixon Doll, Jr. and Donald G. Basile, as managing members of the Sponsor, share voting and dispositive power over the same 7,666,667 Class B Ordinary Shares.

Sentiment

Score: 5

Explanation: The document is a factual regulatory disclosure of beneficial ownership and does not contain information that would inherently indicate positive or negative sentiment regarding the company's performance or prospects.

Future Outlook

The Class B Ordinary Shares held by the Reporting Persons are automatically convertible into Class A Ordinary Shares on a one-for-one basis at the time of the Issuer's initial business combination or at any time prior to the business combination, at the option of the holder, subject to certain adjustments.

Management Comments

• Dixon Doll, Jr. and Donald G. Basile are the managing members of Roman DBDR Acquisition Sponsor II LLC and hold voting and investment discretion with respect to the Class B ordinary shares held of record by Roman DBDR Acquisition Sponsor II LLC.

Industry Context

This Schedule 13G filing is a routine regulatory disclosure for a Special Purpose Acquisition Company (SPAC) where the sponsor and its principals report their beneficial ownership stake, typically consisting of founder shares (Class B shares) that convert into common stock (Class A shares) upon a business combination.

Stakeholder Impact

• Shareholders: The disclosure clarifies the significant ownership stake held by the company's sponsor and its managing members, which impacts the overall ownership structure and voting power, particularly upon the conversion of Class B shares to Class A shares.

Next Steps

• Conversion of Class B Ordinary Shares into Class A Ordinary Shares at the time of the Issuer's initial business combination or at the option of the holder prior to the business combination.

Key Dates

Keywords

Schedule 13G, Beneficial Ownership, Roman DBDR Acquisition Corp. II, SPAC, Class B Ordinary Shares, Class A Ordinary Shares, Founder Shares, Dixon Doll Jr., Donald G. Basile