Anebulo Pharmaceuticals Approves Plan to Terminate Registration of Its Common Stock

Pharmaceuticals Approves Plan to Terminate Registration of Its Common Stock

23, 2025 8:00 am EST

Texas--(BUSINESS WIRE)-- Anebulo Pharmaceuticals, Inc. (Nasdaq: ANEB), a clinical-stage pharmaceutical company developing novel

solutions for people suffering from acute cannabis-induced toxic effects (the "Company" or "Anebulo"), today

announced that a Special Committee of independent directors has recommended, and its Board of Directors (the "Board") has

approved, as part of a going private transaction, a reverse stock split at a ratio of not less than 1-for-2,500 and not greater than

1-for-7,500 (the "Range"), with the exact ratio to be set within the Range without further approval or authorization of the

Company's stockholders and at the discretion of the Board and included in a public announcement. The reverse stock split has been

structured to reduce the number of the Company's stockholders such that the Company will qualify to terminate its registration

as a Securities and Exchange Commission ("SEC") reporting company. The reverse stock split is subject to the approval of

the Company's stockholders and certain other conditions. There can be no assurance that the reverse stock split will be consummated.

proposed, the Company's common stockholders will receive cash in the amount of $3.50 per pre-split share in lieu of any fractional

shares of post-split common stock as a result of the reverse stock split. As a result, holders of fewer than a minimum number of shares

immediately prior to the effective time of the reverse stock split, which, depending on the ratio chosen by the Board, would be between

2,500 and 7,500 (the "Minimum Number"),will not remain Anebulo stockholders after the reverse stock split. Holders of more

than the Minimum Number of shares of pre-split common stock will continue to hold one share of post-split common stock for every Minimum

Number of shares of pre-split common stock they own immediately prior to the effective time of the reverse stock split and will be entitled

to receive cash in lieu of any fractional shares resulting from the reverse stock split. The $3.50 price to be paid per pre-split share

represents a 91% premium over the closing price of the Company's common stock on July 22, 2025.

is taking these steps as it believes that the cost and expense of being a public reporting company has become too burdensome in light

of the Company's strategy to develop its product candidates, continue to reduce its operating costs, and return the maximum value

to its stockholders.

Board may abandon the proposed reverse stock split at any time prior to the completion of the proposed transaction if it believes the

proposed transaction is no longer in the best interests of the Company or its stockholders.

Information and Where to Find It

PRESS RELEASE IS ONLY A BRIEF DESCRIPTION OF THE PROPOSED TRANSACTION. IT IS NOT A REQUEST FOR OR SOLICITATION OF A PROXY OR AN OFFER

TO ACQUIRE OR SELL ANY SHARES OF COMMON STOCK. THE COMPANY HAS FILED A PRELIMINARY PROXY STATEMENT AND OTHER REQUIRED MATERIALS, INCLUDING

A PRELIMINARY SCHEDULE 13E-3, WITH THE SEC CONCERNING THE PROPOSED STOCK SPLIT. THE COMPANY INTENDS TO FILE A DEFINITIVE PROXY STATEMENT,

AND OTHER REQUIRED MATERIALS, INCLUDING A SCHEDULE 13E-3, WITH THE SEC. A COPY OF ALL FINAL PROXY MATERIALS WILL BE SENT TO STOCKHOLDERS

PRIOR TO A SPECIAL MEETING OF STOCKHOLDERS AT WHICH THE COMPANY'S STOCKHOLDERS WILL BE ASKED TO VOTE ON THE PROPOSALS DESCRIBED

IN THE MATERIALS PROVIDED BY THE COMPANY. THE COMPANY URGES ALL STOCKHOLDERS TO READ THE DEFINITIVE PROXY STATEMENT WHEN IT BECOMES AVAILABLE,

AS WELL AS ALL OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSE THOSE DOCUMENTS WILL INCLUDE IMPORTANT INFORMATION. A FREE COPY OF

ALL MATERIALS THE COMPANY FILES WITH THE SEC, INCLUDING THE COMPANY'S SCHEDULE 13E-3 AND PROXY STATEMENT, WILL BE AVAILABLE AT

NO COST ON THE SEC'S WEBSITE AT WWW.SEC.GOV. WHEN THOSE DOCUMENTS BECOME AVAILABLE, THE PROXY STATEMENT AND OTHER DOCUMENTS FILED

BY THE COMPANY MAY ALSO BE OBTAINED WITHOUT CHARGE BY DIRECTING A REQUEST TO ANEBULO PHARMACEUTICALS, INC., 1017 RANCH ROAD 620 SOUTH,

SUITE 107, LAKEWAY, TEXAS 78734, ATTENTION: SECRETARY.

and its directors and executive officers may be deemed to be participants in the solicitation of proxies in connection with the proposed

transaction. Information concerning such participants is set forth in the preliminary proxy statement for Anebulo's special meeting

of stockholders, which was filed with the SEC on Schedule 14A on July 23, 2025. To the extent that holdings of Anebulo's securities

change, such changes will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC. Additional information regarding

the interests of such participants in the solicitation of proxies in connection with the proposed transaction, if any, will be included

in the definitive proxy statement to be filed by Anebulo with the SEC in connection with the proposed transaction.

Anebulo Pharmaceuticals, Inc.

Pharmaceuticals, Inc. is a clinical-stage pharmaceutical company developing novel solutions for people suffering from

cannabis-induced toxicity. Its lead product candidate, selonabant, has completed a Phase 2 clinical trial evaluating its utility in

blocking and reversing the negative effects of acute cannabinoid intoxication in healthy adults challenged with oral THC. Rather

than proceeding directly with Phase 3 studies of oral selonabant in adults with ACI, the Company is prioritizing the advancement of

a selonabant IV formulation as a potential treatment for pediatric patients with acute cannabis-induced toxicity, which it believes

offers the potential for a faster timeline to approval relative to the adult oral product. Anebulo is currently scaling up the

intravenous formulation for initial clinical safety studies. Selonabant is a competitive antagonist at the human CB1

receptor. For further information about Anebulo, please visit www.anebulo.com.

press release may contain forward-looking statements that are being made pursuant to the Private Securities Litigation Reform Act of

1995, which provides a "safe harbor" for forward-looking statements to encourage companies to provide prospective

information so long as those statements are accompanied by meaningful cautionary statements identifying important factors that could

cause actual results to differ materially from those discussed in the statement. Such forward-looking statements include statements

about the plan to effect a reverse stock split and terminate registration of the Company's common stock and the

Company's strategy to develop its product candidates, continue to reduce its operating costs, and return the maximum value to

its stockholders.Such forward-looking statements are subject to a number of known and unknown risks and uncertainties that could

cause actual results, performance or achievements to differ materially from those described or implied in such forward-looking

statements. Accordingly, actual results may differ materially from such forward-looking statements. The forward-looking statements

relating to the transaction discussed above are based on the Company's current expectations, assumptions, estimates and

projections about the Company and involve significant risks and uncertainties, including the many variables that may impact the

Company's projected cost savings, variables and risks related to consummation of the proposed transaction, SEC regulatory

review of the Company's filings related to the proposed transaction, and the continuing determination of the Board of

Directors that the proposed transaction is in the best interests of stockholders. All forward-looking statements made in this

press release speak only as of the date of this press release and are based on management's assumptions and estimates as of

such date. Except as required by law, Anebulo undertakes no obligation to update or revise forward-looking statements to reflect new

information, future events, changed conditions or otherwise after the date of this press release.

Pharmaceuticals, Inc.