IB Acquisition Corp. amends GNQ Insilico deal terms, discloses $50M equity facility

IB Acquisition Corp. filed an amended current report on September 23, 2026, describing financing agreements it entered on September 15, 2026 in connection with its pending business combination with GNQ Insilico, Inc.

The company signed an Equity Purchase Facility Agreement giving it the right, but not the obligation, to sell to an institutional investor called the ELOC Investor up to $50.0 million in aggregate gross purchase price of newly issued shares of the Company's Class A common stock.¹ Those shares will be listed on the Nasdaq Global Market under the symbol "GNQI" following the closing of the business combination with GNQ.¹ The commitment period begins when the initial registration statement covering the resale of Common Shares is declared effective by the SEC and continues for up to 36 months¹, subject to early termination. As consideration, on the closing date of the Company's business combination with GNQ Insilico Inc., the Company will issue a convertible promissory note in the principal amount of $675,000, convertible into Common Shares¹, bearing 12% annual interest with a default rate of 18%, per the filing's description of the note terms.

Separately, under a Securities Purchase Agreement, the Company, GNQ and an institutional investor called the Buyer entered into an agreement under which the Buyer agreed to purchase senior secured convertible notes, with an initial closing of $16,470,588 in principal and potential additional closings up to $90,000,000 in aggregate.¹ The initial closing will occur immediately prior to the consummation of the Business Combination and is conditioned upon satisfaction or waiver of all conditions precedent, including the redomestication of the Company from Nevada to Delaware.¹

The filing also discloses an amendment to the Business Combination Agreement. Among other changes, it reflects changes to the structure of the Bridge Financing and PIPE Financing, requires that outstanding Bridge Financing obligations be exchanged into the new senior secured convertible notes at Closing, removes the Minimum Cash closing condition, and provides for issuance of 350,000 shares of Class A Common Stock to the Buyer in connection with the Bridge Financing.¹ The amendment additionally releases 610,500 Private Placement Units held by the Sponsor, I-B Good Works 4, LLC, from the six month lock-up restriction in the Sponsor Support Agreement.¹