Roman DBDR Acquisition Corp. II
For the period ended Dec 31, 2025. Filed Mar 4, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Mar 4, 2026
DRDB$10.78+0.2%Stored close · as of Nov 9, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Balance Sheets as of December 31, 2025 and 2024
BALANCE SHEETS
| | | | | | | |
|---|---|---|---|---|---|---|
| · · December 31, · · December 31, | ||||||
| · · 2025 · · 2024 | ||||||
| Assets: | | | | | | |
| Current assets · · · · | ||||||
| Cash | | $183,022 | | $1,271,928 | ||
| Prepaid expenses | | | 125,420 | | | 126,979 |
| Reimbursement receivable | | | 9,270 | | | — |
| Total current assets | | 317,712 | | 1,398,907 | ||
| Long-term prepaid insurance | | ― | | 98,292 | ||
| Investments held in Trust Account | | | 241,188,555 | | | 201,317,274 |
| Total Assets | | $241,506,267 | | $202,814,473 | ||
| | | | | | | |
| Liabilities and Shareholders’ (Deficit) Equity: | | | | | ||
| Current liabilities | | | | | ||
| Accounts payable and accrued expenses | | $895,735 | | $20,486 | ||
| Accrued offering costs | | — | | 2,100 | ||
| Advance from related party | | | 70 | | | 70 |
| Over-allotment option liability | | — | | 279,159 | ||
| Total current liabilities | | 895,805 | | 301,815 | ||
| | | | | | | |
| Promissory note - related party | | | 200,000 | | | ― |
| Total Liabilities | | | 1,095,805 | | | 301,815 |
| | | | | | | |
| Commitments and Contingencies (Note 6) | | | | | ||
| Class A ordinary shares subject to possible redemption, 23,000,000 and 20,000,000 shares at redemption value of $10.49 and $10.06 per share as of December 31, 2025 and 2024, respectively | | 241,188,555 | | 201,317,267 | ||
| | | | | | | |
| Shareholders’ (Deficit) Equity | | | | | ||
| Preference shares, $0.0001 par value; 5,000,000 shares authorized; none issued or outstanding | | — | | — | ||
| Class A ordinary shares, $0.0001 par value; 500,000,000 shares authorized; none issued or outstanding (excluding 23,000,000 and 20,000,000 shares subject to possible redemption) as of December 31, 2025 and 2024, respectively | | — | | — | ||
| Class B ordinary shares, $0.0001 par value; 50,000,000 shares authorized; 7,666,667 shares issued and outstanding as of December 31, 2025 and 2024 | | 767 | | 767 | ||
| Additional paid-in capital | | — | | 971,163 | ||
| (Accumulated Deficit) Retained Earnings | | (778,860) | | 223,461 | ||
| Total Shareholders’ (Deficit) Equity | | (778,093) | | 1,195,391 | ||
| Total Liabilities and Shareholders’ (Deficit) Equity | | $241,506,267 | | $202,814,473 | ||
STATEMENTS OF OPERATIONS
| | | | | | | |
|---|---|---|---|---|---|---|
| · · · · · For the Period | ||||||
| · · · · · From July 25, 2024 | ||||||
| · · For the Year Ended · · (Inception) Through | ||||||
| · · December 31, · · December 31, | ||||||
| · · 2025 · · 2024 | ||||||
| Operating expenses: | | | | | | |
| General and administrative expenses | | $2,252,636 | | $206,935 | ||
| Loss from operations | | | (2,252,636) | | | (206,935) |
| | | | | | | |
| Other income: | | | | | | |
| Change in over-allotment option liability | | | 268,783 | | | 113,129 |
| Interest earned on investments held in Trust Account | | | 9,721,281 | | | 317,267 |
| Total other income | | | 9,990,064 | | | 430,396 |
| | | | | | | |
| Net income | | $7,737,428 | | $223,461 | ||
| | | | | | | |
| Weighted average Class A ordinary shares outstanding, basic | | | 22,778,082 | | | 1,886,792 |
| Basic and diluted net income per Class A ordinary share | | $0.25 | | $0.02 | ||
| Weighted average Class B ordinary shares outstanding, basic | | | 7,666,667 | | | 7,666,667 |
| Basic and diluted net income per Class B ordinary share | | $0.25 | | $0.02 | ||
STATEMENTS OF CHANGES IN SHAREHOLDERS’ (DEFICIT) EQUITY
| | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| · · · · · · · · · · Retained · · · | ||||||||||||||
| · · Class B · · Additional · · Earnings · · Total | ||||||||||||||
| · · Ordinary Shares · · Paid-in · · (Accumulated · · Shareholders’ | ||||||||||||||
| · · Shares · · Amount · · Capital · · Deficit) · · Equity (Deficit) | ||||||||||||||
| Balance – July 25, 2024 (inception) | | — | | $— | | $— | | $— | | $— | ||||
| | | | | | | | | | | | | | | |
| Issuance of Class B ordinary shares to Sponsor | | 7,666,667 | | | 767 | | | 24,233 | | | — | | | 25,000 |
| | | | | | | | | | | | | | | |
| Sale of 7,385,000 Private Placement Warrants | | — | | | — | | | 7,385,000 | | | — | | | 7,385,000 |
| | | | | | | | | | | | | | | |
| FV of Public Warrants at issuance | | — | | | — | | | 1,910,000 | | | — | | | 1,910,000 |
| | | | | | | | | | | | | | | |
| Allocated value of transaction costs to Class A ordinary shares | | — | | | — | | | (80,076) | | | — | | | (80,076) |
| | | | | | | | | | | | | | | |
| Remeasurement of Class A ordinary shares to redemption amount | | — | | — | | (8,267,994) | | — | | (8,267,994) | ||||
| | | | | | | | | | | | | | | |
| Net income | | — | | — | | — | | 223,461 | | 223,461 | ||||
| | | | | | | | | | | | | | | |
| Balance – December 31, 2024 | | 7,666,667 | | | 767 | | | 971,163 | | | 223,461 | | | 1,195,391 |
| | | | | | | | | | | | | | | |
| Sale of 750,000 Private Placement Warrants | | — | | | — | | | 750,000 | | | — | | | 750,000 |
| | | | | | | | | | | | | | | |
| Fair Value of Public Warrants at issuance | | — | | | — | | | 286,500 | | | — | | | 286,500 |
| | | | | | | | | | | | | | | |
| Allocated value of transaction costs to Class A ordinary shares | | — | | | — | | | 4,539 | | | — | | | 4,539 |
| | | | | | | | | | | | | | | |
| Remeasurement of Class A ordinary shares to redemption amount | | — | | — | | (2,012,202) | | (8,739,749) | | (10,751,951) | ||||
| | | | | | | | | | | | | | | |
| Net income | | — | | — | | — | | 7,737,428 | | 7,737,428 | ||||
| | | | | | | | | | | | | | | |
| Balance – December 31, 2025 | | 7,666,667 | | $767 | | $— | | $(778,860) | | $(778,093) | ||||
STATEMENTS OF CASH FLOWS
| | | | | | | |
|---|---|---|---|---|---|---|
| · · · · · For the Period | ||||||
| · · · · · from July 25, 2024 | ||||||
| · · For the Year Ended · · (Inception) Through | ||||||
| · · December 31, · · December 31, | ||||||
| · · 2025 · · 2024 | ||||||
| Cash Flows from Operating Activities: | | | | | | |
| Net income | | $7,737,428 | | $223,461 | ||
| Adjustments to reconcile net income to net cash used in operating activities: | | | | | ||
| Change in fair value of overallotment liability | | (268,783) | | (113,129) | ||
| Interest earned on investments held in Trust Account | | | (9,721,281) | | | (317,267) |
| Changes in operating assets and liabilities: | | | | | | |
| Prepaid expenses | | | 99,851 | | | (225,271) |
| Reimbursement receivable | | | (9,270) | | | — |
| Accrued offering costs | | | (2,100) | | | — |
| Accounts payable and accrued expenses | | 875,249 | | 20,409 | ||
| Net cash used in operating activities | | (1,288,906) | | (411,797) | ||
| | | | | | | |
| Cash Flows from Investing Activities: | | | | | | |
| Investment of cash in Trust Account | | | (30,150,000) | | | (201,000,007) |
| Net cash used in investing activities | | | (30,150,000) | | | (201,000,007) |
| | | | | | | |
| Cash Flows from Financing Activities: | | | | | | |
| Proceeds from sale of Units, net of underwriting discounts paid | | | 29,400,000 | | | 196,000,000 |
| Proceeds from sale of Private Placements Warrants | | | 750,000 | | | 7,385,000 |
| Proceeds from promissory note - related party | | | 200,000 | | | — |
| Advance from related party | | | ― | | | 70 |
| Payment of expenses through promissory note – related party | | | ― | | | 58,430 |
| Prepaid expenses paid through promissory note – related party | | | ― | | | 67,630 |
| Repayment of promissory note - related party | | | ― | | | (300,000) |
| Payment of offering costs | | | ― | | | (527,398) |
| Net cash provided by financing activities | | | 30,350,000 | | | 202,683,732 |
| | | | | | | |
| Net Change in Cash | | (1,088,906) | | 1,271,928 | ||
| Cash – Beginning | | 1,271,928 | | — | ||
| Cash – Ending | | $183,022 | | $1,271,928 | ||
| | | | | | | |
| Non-Cash Investing and Financing Activities: | | | | | ||
| Remeasurement of Class A ordinary shares to redemption amount | | $10,751,951 | | $8,267,994 | ||
| Deferred offering costs paid through promissory note – related party | | | — | | | 252,896 |
| Deferred offering costs included in accrued offering costs | | | — | | | 2,100 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.