Roman DBDR Acquisition Corp. II Appoints Randolph C. Read to Board of Directors Ahead of Transformative Merger with ThomasLloyd Climate Solutions

Key Developments

• Roman DBDR Acquisition Corp. II (Nasdaq: DRDB) announces the appointment of Randolph C. Read to its Board of Directors, replacing Jim Nevels, as the company accelerates preparations for its proposed business combination with ThomasLloyd Climate Solutions B.V.
• Randolph C. Read brings over 40 years of leadership experience across energy, finance, real estate, and corporate governance. He is currently President & CEO of International Capital Markets Group, Inc. and Nevada Strategic Credit Investments, LLC.
• The business combination with ThomasLloyd represents a significant move into the sustainable energy sector, a market with substantial growth potential and strategic global importance.

In-Depth Details and Potential Market Impact

Roman DBDR Acquisition Corp. II, a publicly traded special purpose acquisition company (SPAC), has announced a significant board change as it prepares to finalize its planned business combination with ThomasLloyd Climate Solutions B.V., a vertically integrated sustainable energy and technology provider.

Randolph C. Read will join the Board of Directors, replacing Jim Nevels. Mr. Read’s appointment is particularly notable given his extensive public company board experience and deep financial expertise, both of which are highly valuable as Roman DBDR undertakes a complex transaction with ThomasLloyd. Mr. Read’s background includes senior leadership roles in energy, finance, real estate, and manufacturing, as well as significant experience in overseeing mergers, liquidations, and strategic transformations. He currently serves as an independent director for SandRidge Energy, Virtuix Holdings, and Viskase Holdings, among others, and holds a Wharton MBA and CPA designation.

The proposed business combination with ThomasLloyd is a pivotal, potentially price-sensitive event for Roman DBDR shareholders. ThomasLloyd is a global platform focused on renewable power generation, transmission and distribution infrastructure, sustainable fuels, water and waste treatment, energy efficiency, and climate finance. Since its founding in 2003, ThomasLloyd has managed 115 infrastructure projects in over 20 countries, totaling approximately 28 gigawatts of power generation capacity. This positions the combined company as a major player in the global energy transition, a sector viewed as critical for growth in the coming decades.

The merger is expected to deliver rapid scaling of innovative sustainable energy solutions and create long-term shareholder value. The combined company’s capabilities, which span development, investment, operations, and technology, could significantly enhance its competitive position in the sustainability and climate solutions market.

For shareholders, the appointment of Mr. Read and the imminent merger represent substantial strategic moves. The board’s leadership and the new director’s expertise in guiding companies through complex transactions are likely to be viewed positively by investors, potentially impacting share price as the market digests both the enhanced governance and the transformative nature of the ThomasLloyd combination.

Shareholder Considerations and Next Steps

• The proposed business combination will be subject to shareholder approval. Roman DBDR will file a registration statement and proxy materials with the SEC, and shareholders are urged to review these carefully when available, as they will contain important information about the transaction and the new combined entity.
• The transaction remains subject to certain closing conditions, including regulatory approvals. Any delays or complications in securing these approvals could impact the timing and outcome of the deal.
• There are forward-looking risks, including market volatility, regulatory changes, operational challenges post-merger, and uncertainties associated with the global energy transition sector. These could all affect the combined company’s performance and, by extension, share value.

The company’s previous SPAC (Roman DBDR Tech Acquisition Corp.) successfully completed a merger with CompoSecure Holdings, raising substantial capital and executing major transactions. This track record suggests strong execution capability, but investors should closely monitor updates as the ThomasLloyd transaction progresses.

Contact Information

• Investors: Caldwell Bailey ([email protected])
• Media: Matt Dallas ([email protected])

Disclaimer

This article contains forward-looking statements and is provided for informational purposes only. Actual results may differ materially from those projected due to a variety of risks and uncertainties. This article does not constitute an offer to sell or a solicitation of an offer to buy any securities. Shareholders and potential investors should read the official SEC filings and consult their financial advisors before making any investment decisions.

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