Apimeds settles merger dispute; Lokahi provides $4M working capital; board to transition

Apimeds Pharmaceuticals US, Inc.

• Settlement resolves all disputes from Dec 2025 Merger Agreement; Lokahi retains Apitox program assets valued at ~$2.2M.
• Lokahi provides $4M working capital to Company and forgives $750k advance; 51% of Lokahi stock to be distributed to Emerson.
• Newco formed as wholly owned subsidiary, to be spun off within 12 months; 10% of net financing proceeds allocated to Newco.
• Board changes: Stockholder Consents voided; Koo to resign; interim board of three; then three new independent directors appointed by Inscobee.
• Forbearance Agreement with Alto Opportunity Master Fund extends forbearance on $11M note defaults through June 30, 2026, subject to conditions.