Bellevue Life Sciences Acquisition Corp. (NasdaqCM:BLAC) entered into an exclusive, non-binding letter of intent to acquire OSR Holdings, Ltd. on July 7, 2023. Bellevue Life Sciences Acquisition Corp. (NasdaqCM:BLAC) entered into an agreement to acquire OSR Holdings, Ltd. on November 16, 2023. BLAC and OSR Holdings expect to finalize their definitive agreement with respect to the proposed business combination in the coming weeks and plan to announce additional details at that time. Upon completion of the business combination, the surviving company will be renamed as OSR Biosciences, Inc. The acquisition will result in OSR Holdings becoming a publicly traded company. Following the closing, BLAC will own at least 60% of the outstanding shares of OSR Holdings (and have the right to acquire the remainder of the shares on or after January 1, 2025 or 2026 or in connection with a change in control of BLAC).

The completion of the proposed business combination is subject to the negotiation and execution of definitive documentation and satisfaction of the conditions therein, including (i) completion of any regulatory review and approvals, and (ii) approval of the transaction by each of the Company?s and OSR Holdings? Board of Directors and stockholders. Accordingly, no assurances can be made that the parties will successfully negotiate and enter into a definitive agreement, or that the proposed business combination will be consummated on the terms or timeframe currently contemplated, or at all. Prior to the execution of the letter of intent, BLAC?s board of directors formed a special M&A committee of BLAC?s independent directors. The committee evaluated and approved the execution of the letter of intent and the issuance of this announcement, and such committee?s approval will be required prior to execution of a definitive agreement with respect to the proposed business combination. The transaction is expected to close on fourth quarter of 2023. The transaction will occur prior to May 14, 2024. Transaction is expected to completed between may 14, 2024 to November 14, 2024. Advantage Proxy, Inc acted as proxy solicitor to Bellevue Life Sciences Acquisition Corp with advisor fees of KRW 11.7 million.