Dr. Ashley’s Limited and Impact BioMedical Inc. to Merge Strategically

• A Strategic Merger to Propel Innovative Pharmaceutical Patents into the Market – June 23, 2025

NEW YORK – June 23, 2025 – In a move set to reshape the biomedical landscape, Dr Ashleys Limited, a Hong Kong-based global pharmaceutical company, and Impact BioMedical Inc., a Texas-based biopharmaceutical developer listed on the NYSE American, today announced a definitive merger agreement. The strategic transaction, formalized on June 21, 2025, will see Dr Ashleys acquire Impact BioMedical through a reverse merger, culminating in a new entity, “Dr Ashleys Limited,” slated to trade on the NYSE American.

This merger signifies a pivotal moment, highlighting the increasing convergence of innovation and collaboration within the biomedical sector. Leveraging Dr Ashleys’ global reach and financial prowess, Impact BioMedical’s groundbreaking patents are poised to gain unprecedented market access.

Executive Perspectives

Dr. Kanans Visvanats, Director of Dr. Ashleys Limited, shared his enthusiasm for the deal: “This merger represents a major step forward in our mission to deliver pioneering pharmaceutical treatments to patients worldwide. By incorporating Impact Biomedical’s impressive IP portfolio into our R&D, we are well-positioned to expedite the development of life-altering therapies and amplify our influence on global health.“

Frank D. Heuszel, CEO of Impact BioMedical Inc., echoed this sentiment: “We are incredibly excited to join forces with Dr. Ashleys Limited. Their international footprint and financial strength will provide the resources and framework necessary to bring our innovations to fruition, ultimately benefiting individuals globally.“

Key Transaction Highlights

Under the terms of the Merger Agreement, a merger subsidiary, incorporated in Nevada as a PubCo subsidiary, will merge with and into Impact BioMedical, with Impact BioMedical remaining the surviving entity. Simultaneously, or immediately thereafter, the PubCo will acquire all outstanding shares of Dr Ashleys Bio Labs Limited, the Cayman Islands exempted company holding all shares of Dr. Ashleys. Post-transaction, both Impact BioMedical and Dr. Ashleys will become wholly-owned subsidiaries of the PubCo, managed by the Dr Ashleys leadership team, with a new Board of Directors appointed by Dr Ashleys.

Both the Dr Ashleys and Impact BioMedical Boards of Directors unanimously approved the proposed transaction, contingent upon, among other factors, approval by Impact BioMedical shareholders and fulfillment (or waiver as applicable) of conditions outlined in the Merger Agreement. These include regulatory clearances and standard closing conditions, including a successful effective declaration of a registration statement on Form F-4 or S-4 by the U.S. Securities and Exchange Commission (SEC), and the approval of listing applications with the New York Stock Exchange.

Further details of the proposed transaction, including the Merger Agreement, will be available in a Current Report on Form 8-K filed by Impact BioMedical with the SEC. This information will be accessible at www.sec.gov. Additional specifics will also be included in the registration statement on Form F-4 or S-4, which will be filed by the newly formed PubCo with the SEC.

Advisors
BMI Capital LLC is serving as M&A and Capital Markets advisor to Dr Ashleys. Robinson & Cole LLP and Harney Westwood & Riegels are serving as U.S. and Cayman Islands legal counsel, respectively, to Dr Ashleys. Sichenzia Ross Ference Carmel LLP is serving as U.S. legal counsel to Impact BioMedical and Revere Securities LLC is serving as M&A advisor to Impact BioMedical.

About Dr Ashleys
Dr. Ashleys Limited is a global pharmaceutical firm specializing in the development and manufacturing of intricate Active Pharmaceutical Ingredients (APIs) and orphan drugs for rare diseases. The Company’s expertise spans critical health areas such as malaria, cancer, gastrointestinal disorders, and various infectious diseases. Under the leadership of pharmaceutical and chemical engineer Dr. Kanans Visvanats, the company revolutionized the industry by cutting the costs of generic and patented drugs. With more than a dozen manufacturing patents, the company delivers over 300 million annual medical doses to global disease hotspots, targeting both noncommunicable and infectious diseases.

About Impact BioMedical
Impact BioMedical Inc. is a pioneering company dedicated to developing and commercializing innovative health and wellness solutions. With a strong portfolio of over 90 patents, the company is focused on addressing key health challenges through cutting-edge research and development. Impact BioMedical’s research spans various critical health challenges, including malaria, cancer, gastrointestinal disorders, acute respiratory infections, and infectious diseases.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended. These include, but are not limited to, statements about the proposed transaction, the expected timeline, benefits, and financial and operating performance. These statements are based on current expectations and are subject to risks and uncertainties that could cause actual results to differ materially. Such risks include the completion of the merger, integration, market conditions, and regulatory approvals. You are urged to read the Registration Statement filed with the SEC, and other documents the parties may file, for a full description of these risks. Neither Dr Ashleys, Impact BioMedical, nor their subsidiaries, undertake any obligation to update forward-looking statements after the date they are made.

This press release is not a proxy statement or a solicitation of a proxy.