Quarterly report [Sections 13 or 15(d)]

Business Combination

v3.25.3
Business Combination
3 Months Ended
Sep. 30, 2025
Business Combination [Abstract]  
Business Combination
NOTE 4. BUSINESS COMBINATION
Sonnet BioTherapeutics Holdings, Inc. Business Combination Agreement
On July 11, 2025, Sonnet BioTherapeutics Holdings, Inc. (“Sonnet”), the Company, Rorschach I LLC (“Rorschach”), Sonnet Merger Sub Inc., and Rorschach Merger Sub LLC, entered into a Business Combination Agreement (as subsequently amended, the “BCA”) pursuant to which, subject to the terms and conditions contained in the BCA, (i) Rorschach Merger Sub LLC will merge with and into Rorschach with Rorschach surviving the Rorschach Merger as a direct wholly owned
 
subsidiary of the Company and (ii) immediately following the Rorschach Merger, Sonnet Merger Sub Inc. will merge with and into Sonnet, with Sonnet surviving the Sonnet Merger as a direct wholly owned subsidiary of the Company. On December 2, 2025, the closing of the transactions contemplated by the BCA was completed (the “Closing,” and such date, the “Closing Date”). Upon the Closing, each of Sonnet and Rorschach became wholly-owned subsidiaries of the Company. Refer to Note 7 for further details.