Core Viewpoint - DSS, Inc. announced a definitive merger agreement with Dr. Ashleys Limited, marking a strategic move to enhance shareholder value and advance its subsidiaries toward public listings [1][2][6]. Strategic Rationale - The merger combines Dr. Ashleys' pharmaceutical capabilities with Impact BioMedical's innovative platform, aiming to accelerate the development of new therapies [3]. Transaction Overview - The merger will involve a reverse merger where Impact will be the surviving entity, and Dr. Ashleys will become a wholly-owned subsidiary of the newly formed public entity, referred to as PubCo [8]. Ownership Structure - The merger agreement includes actions to simplify ownership, such as converting Impact's Series A Preferred Stock and exercising DSS's debt-to-equity rights, resulting in DSS holding 4.80% of the combined company's total outstanding shares at closing [4][5]. Management and Governance - Post-merger, the management team of Dr. Ashleys will operate PubCo, and a new Board of Directors will be assembled by Dr. Ashleys [8]. Approval Process - The transaction requires approval from Impact's shareholders and must satisfy regulatory conditions, including SEC approval for the registration statement [9]. Company Background - DSS, Inc. operates across multiple sectors, including health and wellness, packaging, and blockchain, focusing on developing high-growth subsidiaries and unlocking value through strategic public listings [11].

Core Insights - The merger between Dr Ashleys Limited and Impact BioMedical Inc. aims to enhance market reach for innovative pharmaceutical patents, creating a new entity to be traded on the NYSE American under the name "Dr Ashleys Limited" [1][4] - This strategic move highlights the increasing significance of innovation and collaboration within the biomedical industry, leveraging Dr Ashleys' global presence and financial resources to expedite the commercialization of Impact BioMedical's patents [1][2] Company Overview - Dr Ashleys Limited is a global pharmaceutical company focused on developing and manufacturing specialized active pharmaceutical ingredients (APIs) and orphan drugs for rare diseases, addressing critical health issues such as malaria, cancer, and COVID-19 [7][8] - Impact BioMedical Inc. specializes in innovative health solutions, holding a portfolio of over 90 patents aimed at tackling significant health challenges, including infectious diseases [9] Transaction Details - The merger will involve a subsidiary of Dr Ashleys merging with Impact BioMedical, with the latter being the surviving entity, and both companies will become wholly-owned subsidiaries of the newly formed PubCo [3][4] - The management team of Dr Ashleys will operate the new entity, with a new Board of Directors to be established [3] Leadership Statements - Dr. Kanans Visvanats, Director of Dr Ashleys, emphasized that the merger is a milestone in delivering innovative treatments globally, integrating Impact BioMedical's intellectual property into their R&D efforts [2] - Frank D. Heuszel, CEO of Impact BioMedical, expressed enthusiasm about the merger, highlighting the resources and infrastructure that Dr Ashleys can provide to bring their innovations to market [2]

Core Viewpoint - Impact BioMedical Inc. has reported no material developments in its business affairs that have not been previously disclosed, addressing unusual market activity regarding its share price [1]. Company Overview - Impact BioMedical Inc. is a biotechnology company focused on discovering, developing, and patenting innovative healthcare solutions, particularly in biopharmaceuticals and consumer healthcare [2]. Market Activity - The company has acknowledged unusual market actions concerning its share price but has stated that there are no known reasons for this activity [1].