Akers Biosciences and MyMD Pharmaceuticals Sign Definitive Merger Agreement Immunotherapies focused on age-related disorders and autoimmune diseases entering Phase 2 clinical trials Lead molecule MYMD-1 inhibits producti

Biosciences and MyMD Pharmaceuticals Sign Definitive Merger Agreement

Md. and THOROFARE, N.J. - Nov. 12, 2020 (BUSINESSWIRE) - MyMD Pharmaceuticals, Inc. ("MyMD") and

Akers Biosciences, Inc. ("Akers") (NASDAQ: AKER) today jointly announced that they have entered into a definitive

merger agreement. Upon closing the transaction, the combined company is expected to be renamed MyMD Pharmaceuticals, Inc. and

remain listed on the Nasdaq under the new ticker symbol "MYMD."

companies plan to hold a video conference for investors on Wednesday, November 18, 2020 at 4:15 p.m. ET to provide additional

context on the integrated company, the clinical pipeline and drug development plan, and the commercial potential of the targeted

indications. To participate in the briefing session, please click on the link below to register.

the merger, the two companies will join as one to focus on developing and commercializing MyMD's novel immunotherapy pipeline

assets, including MYMD-1, a first-in-class drug being developed to treat autoimmune and age-related diseases, including extending

the human lifespan. MYMD-1 has been shown to be effective in regulating the immune system from causing age-related diseases in

preclinical studies and MyMD believes that it is the first oral small molecule regulator of tumor necrosis factor alpha (TNF- )

capable of crossing the blood-brain barrier. Looking forward, MyMD intends to also continue to develop its second asset, SUPERA-1R,

a drug platform based on a patent-protected, synthetic derivative of cannabidiol (CBD) that seeks to target key cannabinoid receptors.

Phase 1 study on MYMD-1 has been completed, with plans to begin two Phase 2 clinical trials in Q1 2021 and additional Phase 2

clinical trials throughout 2021. Preclinical data, showing the effectiveness of MyMD-1 in treating autoimmune diseases, were compiled

by nationally recognized researchers and laid the foundation for the studies, securing peer-reviewed publications in The Journal

of Immunology and the Journal of Neuroimmunology.

the last seven years, MyMD has advanced its robust drug development program, achieving very encouraging preclinical and Phase

1 clinical data," said Chris Chapman, M.D., Chief Medical Officer of MyMD. "As we enter Phase 2 clinical trials and

continue to advance our drug candidates toward commercialization-we believe this merger is the natural next step for us.

Gaining access to the public capital markets, along with Akers' capital resources, should allow us to accelerate our plans

and elevate MyMD within the emerging fields of aging, immunometabolic regulation and TNF inhibition."

mechanism of action for MYMD-1 involves shutting down the production of TNF- , offering the potential to reshape clinical guidelines

and treatment approaches for aging and a number of autoimmune diseases including diabetes, rheumatoid arthritis and multiple sclerosis.

on the rationale for the merger, Chris Schreiber, Executive Chairman and President of Akers, stated, "We are excited about

this strategic opportunity to focus on MyMD's promising clinical development program and worldwide patent position. Through

this transaction, the company will be committed to delivering novel, multi-indication platform drugs designed to extend healthy

lifespan and treat the source of chronic autoimmune diseases. We are highly excited about MyMD's broad development program

focused on two drug platforms that address enormous market potential. We believe that our merger with MyMD should provide us with

additional value creation opportunities, in addition to our COVID-19 vaccine candidate that we have been working with our partners

in India to develop."

combined company will be led by Chris Chapman, M.D., who will become President and Chief Medical Officer of MyMD, and Adam Kaplin,

M.D., who will become Chief Scientific Officer of MyMD, and is planned to be headquartered in Baltimore, Maryland. Dr. Chapman

is the founder and CEO of Chapman Pharmaceutical Consulting Inc. and will bring extensive experience working with biotechnology

companies in the design of clinical trial protocols, conducting clinical trials and advising on regulatory and medical affairs.

Dr. Kaplin, the prior founder and chief of the Neuropsychiatric CNS Autoimmune Consultation Clinic, at the Johns Hopkins Multiple

Sclerosis Center of Excellence, and an assistant professor of psychiatry and behavioral sciences at the Johns Hopkins University

School of Medicine, has consulted with multiple hospitals, biotechnology companies and non-profit organizations on medical and

development matters.

a pro forma basis and based upon the number of shares of Akers common stock to be issued in the merger, current Akers' shareholders

will own approximately 20% of the combined company, on a fully diluted basis, and current MyMD's shareholders will own approximately

80% of the combined company on a fully diluted basis (excluding the effect of warrants issued in the below described private placement).

The merger agreement also provides for additional contingent payments in cash and shares to the stockholders of MyMD under certain

circumstances. The merger is expected to close in the first half of 2021, subject to the approval of Akers' shareholders

at a special shareholder meeting, as well as other customary closing conditions.

connection with the definitive merger agreement, Akers agreed to loan MyMD up to $3 million pursuant to a secured promissory note.

The note bears interest at 5% per annum, has a maturity date of April 15, 2022 and is secured by a first lien on MyMD's

with the execution of the merger agreement with MyMD, Akers entered into a securities purchase agreement with certain accredited

investors to raise $18 million through the issuance of up to 9,765,933 shares of common stock (or common stock equivalents) and

accompanying warrants to purchase an aggregate of up to 9,765,933 shares of common stock at $1.85 per share of common stock and

accompanying warrant. The warrants are immediately exercisable at an exercise price of $2.06 per share, with an expiration date

of five and one-half years after the date of issuance. The offer and sale of the foregoing securities are being made in a transaction

not involving a public offering and have not been registered under the Securities Act of 1933, as amended (the "Securities

Act"), or applicable state securities laws.

the securities may not be reoffered or resold in the United States except pursuant to an effective registration statement or an

applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws.

an agreement with the investors, the Company is required to file a registration statement with the Securities and Exchange Commission

covering the resale of the shares of common stock to be issued to the investors and to use best efforts to have the registration

statement declared effective as promptly as practical thereafter.

closing of the private placement is subject to the satisfaction of certain customary closing conditions set forth in the securities

Akers Biosciences Inc.

Biosciences is pursuing rapid development and manufacturing of a COVID-19 vaccine candidate in collaboration with Premas Biotech

MyMD Pharmaceuticals, Inc:

is a clinical stage pharmaceutical company committed to extending healthy lifespan by focusing on developing two therapeutic platforms.

MYMD-1 is a drug platform based on a clinical stage small molecule that regulates the immunometabolic system to control TNF- and

other pro-inflammatory cytokines. MYMD-1 is being developed to treat autoimmune diseases, including those currently treated with

TNF- blocking drugs, and aging and longevity. SUPERA-1R is a drug platform based on a novel (patent pending) synthetic derivative

of cannabidiol (CBD) that targets numerous key receptors including CB2 and opioid receptors and inhibits monoamine oxidase. SUPERA-1R

is being developed to address the rapidly growing CBD market, that includes FDA approved drugs and CBD products not currently

regulated as a drug. For more information, visit www.mymd.com.

Offer or Solicitation

communication shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to

buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would

be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No public offer of securities

shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

Additional Information Will be Filed with the SEC

connection with the proposed transaction between Akers and MyMD, Akers intends to file relevant materials with the SEC, including

a registration statement that will contain a proxy statement and prospectus. AKERS URGES INVESTORS AND STOCKHOLDERS TO READ THESE

MATERIALS CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT AKERS,

THE PROPOSED TRANSACTION AND RELATED MATTERS. Investors and shareholders will be able to obtain free copies of the proxy statement,

prospectus and other documents filed by Akers with the SEC (when they become available) through the website maintained by the

SEC at www.sec.gov. In addition, investors and shareholders will be able to obtain free copies of the proxy statement, prospectus

and other documents filed by Akers with the SEC by contacting Investor Relations by mail at Akers Biosciences, Inc., Attn: Investor

Relations, 201 Grove Road, West Deptford, NJ 08086. Investors and stockholders are urged to read the proxy statement, prospectus

and the other relevant materials when they become available before making any voting or investment decision with respect to the

proposed transaction.

and MyMD, and each of their respective directors and executive officers and certain of their other members of management and employees,

may be deemed to be participants in the solicitation of proxies in connection with the proposed transaction. Information about

Akers' directors and executive officers is included in Akers' Annual Report on Form 10-K for the year ended December

31, 2019, filed with the SEC on March 25, 2020, as amended on October 21, 2020, and the proxy statement for Akers' 2020

annual meeting of stockholders, filed with the SEC on July 29, 2020. Additional information regarding these persons and their

interests in the transaction will be included in the proxy statement relating to the transaction when it is filed with the SEC.

These documents can be obtained free of charge from the sources indicated above.

Statement Regarding Forward-Looking Statements

statements contained in this communication regarding matters that are not historical facts are forward-looking statements within

the meaning of Section 21E of the Securities and Exchange Act of 1934, as amended, and the Private Securities Litigation Reform

Act of 1995, known as the PSLRA. These include statements regarding management's intentions, plans, beliefs, expectations