SCHEDULE 13G: Linden Capital Group Discloses 8.5% Passive Stake in Thayer Ventures Acquisition Corporation II

Linden Capital L.P. and its affiliated entities have disclosed a passive beneficial ownership of 8.5% in Thayer Ventures Acquisition Corporation II, holding 1,750,000 Class A ordinary shares.

Summary

• Linden Capital L.P., Linden GP LLC, Linden Advisors LP, and Siu Min Wong (collectively, the "Reporting Persons") have filed a Schedule 13G.
• The filing reports beneficial ownership of 1,750,000 Class A ordinary shares of Thayer Ventures Acquisition Corporation II.
• This ownership represents approximately 8.5% of the issuer's outstanding Class A ordinary shares.
• The percentage is based on 20,487,500 shares outstanding, as disclosed by the issuer in its Form 8-K filed on May 16, 2025.
• The Reporting Persons share both voting and dispositive power over the 1,750,000 shares.
• The filing certifies that the securities were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer.

Sentiment

Score: 5

Explanation: The document is a factual disclosure of beneficial ownership and does not contain information that would inherently lead to a positive or negative sentiment. It is a routine regulatory filing.

Positives

• The disclosure of a significant passive stake by Linden Capital, a notable investment group, may signal institutional interest in Thayer Ventures Acquisition Corporation II's shares.
• The filing explicitly states that the shares are not held for the purpose of changing or influencing control, indicating a passive investment approach.

Risks

• While the filing states a passive intent, any significant concentration of ownership by a single group could theoretically introduce future influence or liquidity considerations, though not explicitly stated as a risk in this document.

Future Outlook

The document is a disclosure of current beneficial ownership and does not contain any forward-looking statements or guidance regarding the issuer's future performance or strategic direction.

Industry Context

Thayer Ventures Acquisition Corporation II is a Special Purpose Acquisition Company (SPAC). This filing indicates a significant passive investment by a hedge fund group in the SPAC's Class A ordinary shares, which is a common occurrence in the SPAC market as institutional investors take positions in anticipation of a future business combination.

Stakeholder Impact

• Shareholders: The disclosure of a significant institutional investor holding a passive stake may be viewed positively, indicating confidence in the company's shares.

Next Steps

• The Reporting Persons will file amendments to this Schedule 13G if there are material changes to their beneficial ownership or intent.

Key Dates

Keywords

Thayer Ventures Acquisition Corporation II, Linden Capital, Schedule 13G, Beneficial Ownership, Class A ordinary shares, SPAC, Institutional Investment, Passive Stake, SEC Filing