{"filing":{"accession_number":"0001213900-26-096875","cik":"0002035016","ticker":"RIBBR","company_name":"Ribbon Acquisition Corp.","form":"8-K","filing_date":"2026-09-02","report_date":"2026-09-02","primary_document":"ea0300573-8k_ribbon.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2035016/000121390026096875/ea0300573-8k_ribbon.htm"},"events":[{"id":31422,"run_id":28829,"accession_number":"0001213900-26-096875","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.88,"summary":"Ribbon Acquisition Corp. entered into multiple material definitive agreements (Forward Purchase Agreement, Subscription Agreement, Standby Equity Purchase Agreement, and Convertible Promissory Note) in connection with a previously announced business combination among Ribbon, PubCo, DRC Merger Inc., and DRC Medicine Ltd., committing up to $100 million in equity financing and establishing complex post-closing investment terms.","company_name":"Ribbon Acquisition Corp.","ticker":"RIBBR","filing_date":"2026-09-02","form":"8-K","submitted_at":null,"items":[{"id":34292,"accession_number":"0001213900-26-096875","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"The filing discloses entry into multiple material definitive agreements (Forward Purchase Agreement, Subscription Agreement, Standby Equity Purchase Agreement, and Convertible Promissory Note) in connection with a previously announced business combination among Ribbon, PubCo, DRC Merger Inc., and DRC Medicine Ltd. While Item 1.01 technically covers \"Entry into a Material Definitive Agreement,\" the substance here is the financing and capital structure arrangements supporting the business combination itself, which is the material M\u0026A activity. The agreements collectively commit up to $100 million in equity financing and establish complex post-closing investment terms, making this a material capital event tied to the business combination.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-03T10:04:51.069639+00:00","company_name":"","ticker":null,"filing_date":""},{"id":34293,"accession_number":"0001213900-26-096875","item_number":"3.02","item_title":"Unregistered","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"Item 3.02 discloses unregistered issuance of a Note and Common Shares pursuant to transaction documents in a proposed Business Combination, exempt from Securities Act registration under Section 4(a)(2). The filing references a SEPA, Forward Purchase Agreement, and Subscription Agreement—all hallmarks of a SPAC merger financing structure involving dilutive equity issuances. This is material to investors evaluating the post-combination ownership structure and capital raise.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-03T10:04:51.069639+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":34292,"accession_number":"0001213900-26-096875","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"The filing discloses entry into multiple material definitive agreements (Forward Purchase Agreement, Subscription Agreement, Standby Equity Purchase Agreement, and Convertible Promissory Note) in connection with a previously announced business combination among Ribbon, PubCo, DRC Merger Inc., and DRC Medicine Ltd. While Item 1.01 technically covers \"Entry into a Material Definitive Agreement,\" the substance here is the financing and capital structure arrangements supporting the business combination itself, which is the material M\u0026A activity. The agreements collectively commit up to $100 million in equity financing and establish complex post-closing investment terms, making this a material capital event tied to the business combination.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-03T10:04:51.069639+00:00","company_name":"Ribbon Acquisition Corp.","ticker":"RIBBR","filing_date":"2026-09-02"},{"id":34293,"accession_number":"0001213900-26-096875","item_number":"3.02","item_title":"Unregistered","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"Item 3.02 discloses unregistered issuance of a Note and Common Shares pursuant to transaction documents in a proposed Business Combination, exempt from Securities Act registration under Section 4(a)(2). The filing references a SEPA, Forward Purchase Agreement, and Subscription Agreement—all hallmarks of a SPAC merger financing structure involving dilutive equity issuances. This is material to investors evaluating the post-combination ownership structure and capital raise.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-03T10:04:51.069639+00:00","company_name":"Ribbon Acquisition Corp.","ticker":"RIBBR","filing_date":"2026-09-02"}]}