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Ribbon Acquisition Corporation FORM 10-Q for Quarter Ended June 30, 2026

Press release·08/15/2026 01:16:16
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Ribbon Acquisition Corporation FORM 10-Q for Quarter Ended June 30, 2026

Ribbon Acquisition Corporation FORM 10-Q for Quarter Ended June 30, 2026

Ribbon Acquisition Corporation’s Form 10-Q for the quarter ended June 30, 2026 reports a net loss of $1.4 million, compared to a net loss of $1.1 million for the same period in 2025. The company’s total assets decreased to $14.3 million as of June 30, 2026, from $16.3 million as of December 31, 2025. The company’s cash and cash equivalents decreased to $10.3 million as of June 30, 2026, from $12.3 million as of December 31, 2025. The company’s condensed balance sheet as of June 30, 2026 shows total liabilities of $4.4 million and total shareholders’ equity of $9.9 million. The company’s management’s discussion and analysis of financial condition and results of operations notes that the company is still in the development stage and has not yet generated any revenue.

Overview

The report provides an overview of a blank check company that was incorporated in the Cayman Islands for the purpose of effecting a merger, share exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses. The company intends to use the proceeds from its initial public offering (IPO) and private placement to fund its initial business combination.

Recent Developments

The key recent developments include:

  • On June 30, 2025, the company entered into a Business Combination Agreement with DRC Medicine Inc., DRC Medicine Ltd., and DRC Merger Inc. to pursue a proposed business combination.
  • On January 9, 2026, the company’s shareholders approved amendments to extend the deadline to consummate the initial business combination from January 16, 2026 to January 16, 2027, and to make monthly extension payments of $125,000 into the trust account.
  • The company issued a $600,000 promissory note to Ribbon Investment Company Ltd. on March 7, 2026.
  • The company made monthly extension payments totaling $750,000 into the trust account between January and June 2026.
  • The company continued to seek shareholder approval for a proposed amendment to revise the monthly extension payment to a maximum of $50,000.

Results of Operations

The company has not engaged in any operations or generated any revenues to date. Its activities have been focused on organizational tasks, the IPO, and identifying and evaluating potential business combination targets. The company expects to incur increased expenses as a public company and in relation to the proposed business combination.

For the three months ended June 30, 2026, the company had a net loss of $19,601, consisting of $338,611 in operating expenses and $319,010 in income earned on marketable securities held in the trust account.

For the six months ended June 30, 2026, the company had net income of $233,154, consisting of $416,397 in operating expenses and $649,551 in income earned on marketable securities.

Liquidity and Capital Resources

The company raised $50 million from its IPO and an additional $2.22 million from the private placement of units. The net proceeds are being held in a trust account and will be used to fund the initial business combination and related expenses.

As of June 30, 2026, the company had a working capital deficit of $1,797,571 and net cash used in operating activities of $88,766. The company may seek additional funding from its sponsor or affiliates to meet its working capital needs. There is substantial doubt about the company’s ability to continue as a going concern until the initial business combination is completed or the company is required to liquidate.

Contractual Obligations

The company has the following key contractual obligations:

  • Administrative services agreement with its sponsor for $10,000 per month
  • Underwriting agreement with 2% cash discount and 4% deferred discount
  • Business Combination Agreement with DRC Medicine

Critical Accounting Policies and Estimates

The company has not identified any critical accounting policies or estimates.

Recent Accounting Standards

The company is evaluating the impact of recently issued accounting standards, including ASU 2024-03 and ASU 2025-01 related to expense disaggregation disclosures.

JOBS Act

As an emerging growth company, the company is electing to delay the adoption of new or revised accounting standards and may take advantage of other reduced reporting requirements under the JOBS Act.