Instinct Bio Technical Co Inc.

425 supplemental

Relativity Acquisition Corp. announced the scheduling of an extraordinary general meeting on March 25, 2026, to approve the business combination with Instinct Brothers Co., Ltd. The U.S. SEC declared the Registration Statement on Form F-4 effective, paving the way for the post-combination company to list on Nasdaq under ticker symbols BIOT and BIOTW. The filing includes details about the proxy statement/prospectus distribution and the transition to a public entity.

EFFECT effective

Instinct Bio Technical Co Inc. has received effectiveness for its registration statement, finalizing a business combination involving Relativity Acquisition Corp. The merger structure includes share exchanges, warrant conversions, and ownership distribution. The filing outlines the transition of ownership, with Sellers holding ~77.96% of Pubco post-merger, Public Stockholders ~0.26%, and Initial Stockholders ~19.1%. The process involves converting Relativity's warrants into Pubco warrants and finalizing the merger terms.

F-4/A amended

Price $10.00 · 22,500,000 shares · Gross proceeds $225,000,000

Instinct Bio Technical Co Inc. (BIOT) is undergoing a business combination with Relativity Acquisition Corp., resulting in BIOT becoming a subsidiary of Relativity Holdings Inc. The transaction involves the merger of Relativity with a Cayman Islands entity, followed by the exchange of BIOT shares for Pubco ordinary shares. The filing outlines the conversion of Relativity's warrants into Pubco warrants, ownership structure post-merger, and details about extension periods for completing the business combination. The proxy statement seeks shareholder approval for the merger and related proposals.

F-4/A amended

Price $10.00 · 22,500,000 shares · Gross proceeds $225,000,000

Instinct Bio Technical Co Inc. (BIOT) is undergoing a business combination with Relativity Acquisition Corp., resulting in BIOT's incorporation and the merger of Instinct Brothers Co., Ltd. as a wholly-owned subsidiary. The transaction involves the exchange of shares and warrants, with Pubco issuing ordinary shares valued at $10.00 each. Ownership percentages post-merger include Public Stockholders (~0.26%), Initial Stockholders (~19.1%), and Sellers (~77.96%). The filing also details extensions to the business combination deadline and trust account requirements.

425 supplemental

Relativity Acquisition Corp. filed a registration statement on Form F-4 for Instinct Bio Technical Company Inc., announcing a business combination with Instinct Brothers Co., Ltd. The combined entity will operate as Instinct Bio Technical Company Holdings Inc. and list on NASDAQ under the ticker BIOT. The filing includes a preliminary proxy statement/prospectus detailing the merger terms and shareholder vote requirements.

F-4 filed

Gross proceeds $225,000,000

Instinct Bio Technical Co Inc. (BIOT) is undergoing a business combination with Relativity Acquisition Corp., resulting in BIOT becoming a publicly traded entity. The merger involves the exchange of shares, warrant conversions, and significant ownership shifts. The transaction requires shareholder approval and is subject to regulatory and closing conditions.

DRS/A amended

Instinct Bio Technical Co Inc. (BIOT) is undergoing a business combination with Relativity Acquisition Corp., resulting in BIOT becoming a subsidiary of Relativity Holdings Inc. The transaction involves a $225 million consideration paid in Pubco shares, with warrant conversions and extended deadlines for completing the merger. The filing outlines the merger structure, ownership percentages, and financial terms, including the extension of the business combination deadline to February 2026.

DRS/A amended

Instinct Bio Technical Co Inc. (BIOT) is undergoing a business combination with Relativity Acquisition Corp., resulting in BIOT becoming a subsidiary of Relativity Holdings Inc. (Pubco). The DRS/A amendment outlines the merger terms, including the conversion of Relativity's warrants into Pubco warrants, ownership structure post-merger, and extended deadlines for completing the business combination. The filing also details the Trust Account's role in funding extensions and potential redemption of shares if the merger is not finalized by February 15, 2026.

DRS filed

Instinct Bio Technical Co Inc. is part of a business combination with Relativity Acquisition Corp., involving a merger structure where Relativity will merge into Pubco, with Instinct Brothers Co., Ltd. becoming a subsidiary. The filing outlines the conversion of Relativity's warrants into Pubco warrants, ownership percentages post-merger, and details about the extension of the business combination deadline. The transaction requires shareholder approvals and involves significant ownership shifts, with the Initial Stockholders holding a majority stake.