OSR Holdings Provides Strategic Update on Woori IO Term Sheet and Share Exchange Structure

BELLEVUE, Wash.andSEOUL, South Korea,July 30, 2025/PRNewswire/ -- OSR Holdings, Inc. (NASDAQ:OSRH), a global healthcare company advancing biomedical and wellness innovation, today issued a strategic update regarding its recently announced Term Sheet with Woori IO Co., Ltd. ("WORIO"), a South Korean medical device company pioneering noninvasive glucose monitoring technology.

The transaction, once completed, will result in WORIO becoming a wholly owned subsidiary of OSR Holdings Co., Ltd. ("OSRK"), a Korean affiliate of OSRH. As previously disclosed, WORIO shareholders will receive newly issued OSRK shares, along with a conditional right to exchange those shares for OSRH common stock if OSRH's share price reaches$10.00or more within three years from the signing of the Term Sheet.

The company emphasizes that the $10 OSRH share condition is intended as a performance-aligned incentive, reflecting WORIO shareholders' long-term confidence in OSRH's growth potential. Rather than requesting immediate liquidity, the Sellers — WORIO's shareholders — have agreed to convert their OSRK shares into OSRH shares only upon OSRH reaching$10.00per share, representing a nearly 10x premium over recent trading levels.

"This is not a dilution event, but a strong vote of confidence," said Peter Hwang, CEO of OSR Holdings. "WORIO's shareholders arebettingon our ability to realize transformative value and are choosing to stay aligned with OSRH shareholders for the long term. That alignment is a positive signal for the market."

If OSRH's share price does not meet the$10.00threshold within three years, the conversion will not occur, and WORIO shareholders will remain equity holders in the privately held OSRK entity. The companies have agreed to renegotiate in good faith at that time, if necessary.

The strategic rationale behind the transaction lies in the tremendous unmet need and market potential for noninvasive glucose monitoring. Today's global CGM (continuous glucose monitoring) market — dominated by companies like Dexcom and Abbott — still relies on minimally invasive sensors that require skin penetration or consumables.

WORIO's technology leverages near-infrared spectroscopy (NIRS) to deliver accurate, needle-free glucose measurement. This makes it well suited for integration into wearable devices such as smartwatches. The company has already completed a proof-of-concept study at Korea University Hospital and is now preparing for a larger confirmatory study for regulatory approval in Korea.

"WORIO gives OSRH a unique opportunity to enter this global market before the technology reaches commercial maturity," added Mr. Hwang. "This transaction positions our shareholders to benefit from a future that could redefine diabetes management — without the burden of invasive devices."

According to industry reports, the global blood glucose monitoring device market is projected to exceed$40 billionby 2030, with strong tailwinds from rising diabetes prevalence and increasing demand for painless, real-time monitoring.

"Imagine the difference this technology could make for individuals who face the daily burden of monitoring blood glucose and navigating the complexity of current invasive devices," said Dr. Constance Höfer, CSO of OSRH. "Beyond the clear advantages for patients and their caregivers, this new non-invasive device could also generate valuable novel datasets—for example, in patients at early stages of metabolic syndrome, studies on cancer relapse and the benefits of exercise, or research exploring the effects of pre- and probiotics on human health and the optimization of elite athletic performance."

To date, no company worldwide has received regulatory approval for truly noninvasive glucose monitoring. Media coverage of startups like Afon Technology inEuropeunderscore the growing interest and momentum in this field, yet few players have established both a working prototype and a regulatory engagement plan. WORIO represents one of the rare companies globally to meet both criteria — and OSRH is positioned as an early acquirer ahead of full commercialization. In Q1 2025, WORIO was selected to participate in Samsung Electronics' innovative startup program, C-Lab Outside.

Under the 6-month exclusivity period set forth in the Term Sheet, OSRH will continue confirmatory legal, financial, and technical due diligence, with a target to execute definitive agreements within that window. The company looks forward to further engaging with investors as this transaction develops.

OSR Holdings, Inc. (NASDAQ:OSRH) is a global healthcare holding company dedicated to advancing biomedical innovation approaches to health and wellness. Through its subsidiaries, OSRH is engaged in immuno-oncology, regenerative biologics, and medical device technologies. Its vision is to build a portfolio of breakthrough healthcare solutions to improve global health outcomes. Learn more atwww.OSR-Holdings.com.

Woori IO is aSouth Korea-based medical device company developing noninvasive biosensing technologies for glucose monitoring and beyond. Its proprietary NIRS-based system enables accurate, pain-free glucose tracking and is designed for integration into wearables. Visitwww.woori.iofor more information.

This press release contains forward-looking statements, including expectations regarding the proposed acquisition of Woori IO, future stock performance, regulatory approvals, and market potential. These statements are based on current assumptions and involve risks and uncertainties that could cause actual results to differ materially. OSR Holdings undertakes no obligation to update these statements except as required by law.