Welcome to our dedicated page for Drugs Made In America Acquisition II SEC filings (Ticker: DMIIU), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The SEC filings page for Drugs Made In America Acquisition II Corp. (Nasdaq: DMIIU) provides access to the company’s official regulatory documents as filed with the U.S. Securities and Exchange Commission. As a blank check company incorporated in the Cayman Islands as an exempted company and listed on The Nasdaq Stock Market LLC, DMIIU submits periodic and current reports that describe its structure, governance, and progress toward an initial business combination.
Key filings for Drugs Made In America Acquisition II Corp. include its registration statement and prospectus related to the initial public offering of units, each consisting of one ordinary share and one right to receive one-tenth of an ordinary share upon consummation of an initial business combination. Investors can also review Quarterly Reports on Form 10-Q and Annual Reports on Form 10-K, which provide financial statements and disclosures about the company’s activities while it seeks a business combination, subject to the timing and availability of these reports.
Current Reports on Form 8-K are particularly relevant for tracking material events. For example, an 8-K filing describes the resignation of the company’s Chief Financial Officer and principal financial and accounting officer and the appointment of a new officer through a consulting arrangement with Titan Advisory Services LLC, along with related compensation and governance details. These filings also address whether any disagreements existed regarding the company’s operations, policies, or practices.
Notifications of Late Filing on Form 12b-25 (NT 10-Q) offer insight into the timing of periodic reports. In one such filing, the company explained that it could not timely file its Quarterly Report on Form 10-Q for the period ended September 30, 2025 because its financial statements could not be completed in time to obtain necessary review and signatures, while indicating that it did not anticipate a significant change in results of operations compared to the prior-year period.
On this page, users can review Forms 10-K, 10-Q, 8-K, NT 10-Q, and related exhibits. AI-powered summaries can help explain the structure of the company’s units, the role of its trust account, and the implications of governance changes, making it easier to understand lengthy or technical filings without reading every page in detail.
Drugs Made In America Acquisition II Corp. is a Cayman Islands-based blank check company focused on acquiring a pharmaceutical business. It completed an IPO of 50,000,000 units at $10.00 each, placing $500,000,000 in a trust account invested in short-term U.S. Treasuries.
The sponsor and Cantor also bought 1,200,000 private units for $12,000,000. The company has no operations or revenue and reported 2025 net income of $4,187,050, driven mainly by interest on trust investments and a gain on extinguishment of an over-allotment option liability.
Working capital is tight, with only $223 of cash and a working capital deficit of $274,827 as of December 31, 2025, leading to substantial doubt about its ability to continue as a going concern. Between September 26 and December 31, 2025, the sponsor withdrew $1,345,844 from the working capital account, leaving $812,113 due back, which the company fully reserved as a current expected credit loss.
After the sponsor indicated it could not repay this balance, the board accepted the resignation of former CEO and executive chair Lynn Stockwell in February 2026 and appointed Roger Bendelac as CEO. The company later arranged up to $1,400,000 of convertible note financing, including a $150,000 bridge note and a $300,000 interim note, to fund transaction and operating costs while it seeks a business combination within 24 months of the IPO closing.
Drugs Made In America Acquisition II Corp. entered into a Definitive Investment and Sponsor Transition Agreement with Alpha Multi Family Office to advance a contemplated $1,400,000 convertible notes financing. This follows an earlier unsecured Bridge Note of $150,000.
On March 30, 2026, the company issued an additional Interim Convertible Note, referred to as the Second Note, for $300,000. The Second Note matures nine months from issuance, carries no interest, and may be converted at the Investor’s option into shares of the post‑merger company at a 35% discount to the market price at conversion after the initial business combination closes.
The company plans to use the Second Note proceeds for accounting, audit, and other expenses related to completing its initial business combination, while the note itself constitutes a direct financial obligation of the company.
Drugs Made In America Acquisition II Corp. entered into a bridge financing and related letter of intent for up to $1,400,000 in convertible notes with Alpha Multi Family Office. The company issued an initial unsecured, zero‑interest Bridge Note for $150,000, maturing nine months after March 11, 2026, as the first tranche.
Upon completion of the initial business combination, the Bridge Note’s principal may be converted at the investor’s option into shares of the combined entity at a 35% discount to the market price at conversion. The letter of intent and addendum contemplate that the remaining $1,250,000 of funding, including an aggregate $400,000 by March 30, 2026, will be documented in a definitive convertible note purchase agreement. Proceeds are earmarked for accounting, audit, and other business combination expenses.
Drugs Made In America Acquisition II Corp. reported a leadership change following sponsor-related cash withdrawals from its working capital account. Between its September 2025 IPO and September 30, 2025, the sponsor withdrew an aggregate $1,100,000, including $325,000 to repay a working capital note and $208,000 for other offering costs and expenses.
An additional $566,269 appeared as an overpayment to the sponsor, and at least $200,000 was withdrawn to pay expenses described as unrelated to the company, together referred to as the Overpayment Amount. After the board directed the sponsor to return this Overpayment Amount and learned on February 12, 2026 that it would not be repaid, the board requested the resignation of CEO and executive chair Lynn Stockwell. Her resignation became effective February 28, 2026, and she was removed as CEO, executive chair, and director.
On February 28, 2026, the board appointed Roger Bendelac as Chief Executive Officer, effective upon Ms. Stockwell’s resignation. The company highlights Mr. Bendelac’s multi‑decade experience in investment banking, capital markets, and corporate advisory roles, and notes that his compensation terms will be determined and disclosed in a future filing.
Drugs Made In America Acquisition II Corp., a Cayman Islands-based blank check company, reports its first post-IPO quarter with $500,000,000 from the sale of 50,000,000 units at $10.00 per unit placed in a U.S. trust account, plus $12,000,000 from 1,200,000 private placement units. As of September 30, 2025, the trust account balance is $500,109,355, while cash outside the trust is $315,087 and working capital is $219,011.
For the nine months ended September 30, 2025, the company recorded a net loss of $143,558, driven by $252,913 of general and administrative costs, partially offset by $109,355 of interest income on trust investments. The SPAC has not yet identified a merger target but must complete a business combination within 24 months of the IPO closing or liquidate and return funds to public shareholders.
The filing highlights substantial doubt about the company’s ability to continue as a going concern due to the fixed liquidation date and limited cash outside the trust. Management also reports material weaknesses in disclosure controls related to segregation of duties and insufficient written policies, which it is addressing while continuing its search for a pharmaceutical-sector target.
Drugs Made In America Acquisition II Corp. reported that its Chief Financial Officer and principal financial and accounting officer, Glenn Worman, resigned effective October 8, 2025, and stated his resignation was not due to any disagreement with the company’s operations, policies or practices. On November 17, 2025, the company appointed Saleem Elmasri as its new Chief Financial Officer and principal financial and accounting officer, providing his services through a Master Services Agreement with Titan Advisory Services LLC. Under this agreement, Titan Advisory Services LLC will receive $42,000 per year, or $3,500 per month, and Mr. Elmasri will receive 100,000 ordinary shares upon engagement. Mr. Elmasri is a CPA with 20 years of financial and consulting experience, including prior roles at PricewaterhouseCoopers and several advisory firms.
Drugs Made In America Acquisition II Corp. filed a Form 12b-25 to notify the SEC that its Quarterly Report on Form 10-Q for the period ended September 30, 2025 will be filed late. The company explains that its financial statements could not be completed in time to obtain the required review and signatures before the normal deadline. By using this notification, it indicates that it expects to file the delayed 10-Q within the short extension period permitted under SEC Rule 12b-25.
Drugs Made In America Acquisition II Corp. reported an insider transaction on a Form 4. Director Catherine Do acquired 100,000 ordinary shares on 09/26/2025 under transaction code J.
According to the footnote, the shares were acquired from the Issuer’s sponsor, Drugs Made In America Acquisition II LLC, for no consideration. Following the transaction, the reporting person beneficially owned 100,000 shares held in direct ownership.