[SCHEDULE 13G] Ribbon Acquisition Corp Unit SEC Filing

Rhea-AI Filing Summary

RiverNorth Capital Management, LLC reports beneficial ownership of 400,000 units of Ribbon Acquisition Corp, representing 6.18% of the class. The filing states RiverNorth has sole voting power and sole dispositive power over all 400,000 units and identifies the filer as an investment adviser organized in Delaware. The statement notes that other persons have the right to receive proceeds from the sale of the reported securities. The filer certifies the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control. The filing is signed by Marcus Collins, General Counsel and Chief Compliance Officer.

Positive

• Reports beneficial ownership of 400,000 units representing 6.18% of the class
• Sole voting power and sole dispositive power reported for all 400,000 units, clarifying control over votes and dispositions
• Filer identified as an investment adviser (IA), providing regulatory classification of the reporting entity

Negative

• Other persons have the right to receive proceeds from the sale of the reported securities, indicating third-party economic interests

Insights

Securities Analyst

TL;DR: RiverNorth discloses a material 6.18% stake (400,000 units) with sole voting and dispositive power.

This Schedule 13G reports a >5% position, which is a material ownership disclosure requiring transparency to the market. The filing confirms RiverNorth holds both sole voting and sole dispositive power over the reported units, signaling concentrated control of voting rights for this stake. The document also includes a certification that the securities were acquired in the ordinary course of business and not to influence control, which limits inference about activist intent.

Corporate Governance Expert

TL;DR: Filed by an investment adviser (IA); includes certification and a note that others may receive sale proceeds.

From a governance and compliance perspective, the filing properly identifies the reporting person as an investment adviser organized in Delaware and provides the required voting and dispositive power breakdowns. The statement that other persons have the right to receive proceeds from sale of the reported securities introduces an additional layer of interest allocation that market participants and counterparties may need to consider when assessing ultimate economic beneficiaries.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Ribbon Acquisition Corp.

(Name of Issuer)

Units, each consisting of one Class A Ordinary Share, par value $0.0001 per share and one Right

(Title of Class of Securities)

G7552W125

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. G7552W125

1

Names of Reporting Persons

RIVERNORTH CAPITAL MANAGEMENT, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 400,000.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 400,000.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

400,000.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.18 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Ribbon Acquisition Corp.
(b)	Address of issuer's principal executive offices: CENTRAL PARK TWR LATOUR SHINJUKU RM 3001, 6-15-1 NISHI SHINJUKU, SHINJUKU-KU, TOKYO, M0, 160-0023
Item 2.
(a)	Name of person filing: RiverNorth Capital Management, LLC
(b)	Address or principal business office or, if none, residence: 360 S. Rosemary Avenue, Ste. 1420 West Palm Beach, Florida 33401
(c)	Citizenship: Delaware
(d)	Title of class of securities: Units, each consisting of one Class A Ordinary Share, par value $0.0001 per share and one Right
(e)	CUSIP No.: G7552W125
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 400,000
(b)	Percent of class: 6.18 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 400,000
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 400,000
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. Other persons have the right to receive the proceeds from the sale of the securities reported herein.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. Not applicable.
Item 8.	Identification and Classification of Members of the Group.
	If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(K), so indicate under Item 3(k) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group. Not applicable.
Item 9.	Notice of Dissolution of Group.
	Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5. Not applicable.

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

RIVERNORTH CAPITAL MANAGEMENT, LLC

Signature:	/s/ Marcus Collins
Name/Title:	Marcus Collins, General Counsel and Chief Compliance Officer
Date:	08/14/2025

FAQ

How many Ribbon Acquisition Corp (RIBBU) units does RiverNorth own?

RiverNorth reports beneficial ownership of 400,000 units, representing 6.18% of the class.

Does RiverNorth have voting power over the RIBBU units it owns?

Yes. The filing states RiverNorth has sole voting power and sole dispositive power over the 400,000 units.

What type of filer is RiverNorth Capital Management, LLC in this Schedule 13G?

The filing identifies RiverNorth as an investment adviser (IA) organized in Delaware.

Was RiverNorth's acquisition intended to influence control of Ribbon Acquisition Corp (RIBBU)?

The filer certifies the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.

Who signed the Schedule 13G on behalf of RiverNorth?

The filing is signed by Marcus Collins, General Counsel and Chief Compliance Officer.