CUSIP NO. G76083107 | 13G | PAGE 2 OF 8 PAGES |
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NAMES OF REPORTING PERSONS
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S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
(A) KAYNE ANDERSON CAPITAL ADVISORS, L.P. - 95-4486379
(B) RICHARD A. KAYNE -
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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SEC USE ONLY
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CITIZENSHIP OR PLACE OF ORGANIZATION
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(A) IS A DELAWARE LIMITED PARTNERSHIP
(B) UNITED STATES
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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(A) 0
(B) 0
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SHARED VOTING POWER
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SOLE DISPOSITIVE POWER
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(A) 0
(B) 0
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SHARED DISPOSITIVE POWER
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(A) 1,750,150
(B) 1,750,150
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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(A) 1,750,150
(B) 1,750,150
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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(A) 5.07%
(B) 5.07%
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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(A) IA
(B) IN
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Item 1.
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(a)
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Issuer:
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RMG Acquisition Corporation II
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(b)
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Address:
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50 West Street, Suite 40 C
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New York, NY 10006
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Item 2.
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(a)
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Filing Persons:
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Kayne Anderson
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Richard A. Kayne
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Capital Advisors, L.P.
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(b)
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Addresses:
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1800 Avenue of the Stars,
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1800 Avenue of the Stars,
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Third Floor
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Third Floor
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Los Angeles, CA 90067
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Los Angeles, CA 90067
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(c)
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Citizenship:
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Kayne Anderson Capital Advisors, L.P. is a
Delaware limited partnership
Richard A. Kayne is a U.S. Citizen
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(d)
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Title of Class
of Securities:
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Class A Ordinary Shares
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(e)
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Cusip Number:
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G76083107
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Item 3.
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If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b), check whether the person filing is a:
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(e)
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Kayne Anderson Capital Advisors, L.P., is an investment adviser registered under section 203 of the Investment Advisers Act of 1940.
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Item 4.
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Ownership
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(a)
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Amount Beneficially Owned:
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Kayne Anderson Capital Advisors, L.P. Managed Accounts
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1,750,150
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Richard A. Kayne
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1,750,150
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(b)
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Percent of Class:
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(A) 5.07%
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(B) 5.07%
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(c)
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Number of shares as to which such person has:
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(i) sole power to vote or direct to vote
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(A) 0
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(B) 0
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(ii) shared power to vote or direct the vote
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(A) 1,750,150 | ||
(B) 1,750,150 | |||
(iii) sole power to dispose or direct the disposition
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(A) 0
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(B) 0
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(iv) shared power to dispose or direct the disposition of
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(A) 1,750,150 | ||
(B) 1,750,150 |
Item 5.
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Ownership of Five Percent or Less of a Class
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If this statement is being filed to report the fact that as of the date hereof the reporting persons have ceased to be the beneficial
owner of more than five percent of the class of securities, check the following ☐.
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Not applicable.
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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Not applicable.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the
Parent Holding Company
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Not applicable.
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Item 8.
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Identification and Classification of Members of the Group
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Not applicable
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Item 9.
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Notice of Dissolution of Group
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Not applicable
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Item 10.
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Certification
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By signing below we certify that, to the best of our knowledge and belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any
transaction having such purposes or effect.
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May 7, 2021
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Date
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/S/ RICHARD A. KAYNE
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Richard A. Kayne
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KAYNE ANDERSON CAPITAL ADVISORS, L.P.
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By:
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Kayne Anderson Investment Management, Inc.
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By:
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/S/ MICHAEL O’NEIL
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Michael O’Neil, Chief Compliance Officer
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May 7, 2021
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Date
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/S/ RICHARD A. KAYNE
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Richard A. Kayne
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KAYNE ANDERSON CAPITAL ADVISORS, L.P.
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By:
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Kayne Anderson Investment Management, Inc.
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By:
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/S/ MICHAEL O’NEIL
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Michael O’Neil, Chief Compliance Officer
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Box 9.
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The reported units are owned by investment accounts (investment limited partnerships, registered investment companies and institutional accounts)
managed, with discretion to purchase or sell securities, by Kayne Anderson Capital Advisors, L.P. (or a controlled affiliate thereof), as a registered investment adviser.
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Kayne Anderson Capital Advisors, L.P. is the general partner (or general partner of the general partner) of the limited partnerships
and investment adviser to the other accounts. Richard A. Kayne is the controlling shareholder of the corporate owner of Kayne Anderson Investment Management, Inc., the general partner of Kayne Anderson Capital Advisors, L.P. Mr. Kayne is
also a limited partner of certain of the limited partnerships and shareholder of certain of the registered investment companies. Kayne Anderson Capital Advisors, L.P. disclaims beneficial ownership of the units reported, except those
units attributable to it by virtue of its general partner interests in the limited partnerships. Mr. Kayne disclaims beneficial ownership of the units reported, except those units held by him or attributable to him by virtue of his
limited partnership interests in the limited partnerships, his indirect interest in the interest of Kayne Anderson Capital Advisors, L.P. in the limited partnerships, and his ownership of common stock of the registered investment
companies.
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/S/ RICHARD A. KAYNE
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Richard A. Kayne
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KAYNE ANDERSON CAPITAL ADVISORS, L.P.
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By:
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Kayne Anderson Investment Management, Inc.
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By:
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/S/ MICHAEL O’NEIL
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Michael O’Neil, Chief Compliance Officer
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