Overview
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- TickerOSRH on OTC1
- IndustrySurgical & Medical Instruments & Apparatus1
- HeadquartersBellevue, Washington1
- Incorporated inDE3
- Business address10900 Ne 4Th Street, Suite 2300, Bellevue, Wa 980043
- Filer category, Emerging growth company3
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New Drug (IND) applications to the relevant regulatory authorities before initiating clinical trials for each of these product candidates.4 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Cost of revenue10¢$2.3M
- Research and development1¢$318.4K
- Selling, general and admin81¢$18.9M
- Income tax8¢$1.8M
Out of $2.9M in revenue.5 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.5
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net sales | $2.9M | $3.5M |
| Cost of sales | $2.3M | $2.7M |
| Gross profit | $592.9K | $811.2K |
| Selling, general, and administrative expenses | $18.9M | $12.5M |
| Operating loss | -$18.3M | -$11.7M |
| Interest income | $63.9K | $21.3K |
| Interest expense | -$506.2K | -$51.3K |
| Other income | $4.3M | $99.2K |
| Other expenses | -$14.4M | -$269.6K |
| Loss before income taxes | -$28.9M | -$11.9M |
| Income tax benefit | $1.8M | $1.6M |
| Net loss | -$27.1M | -$10.3M |
| OSR Holdings, Inc. and subsidiaries | -$18.0M | -$10.3M |
| Non-controlling interests | -$9.0M | |
| Gain(loss) on foreign currency translation | $6.0M | $50.5K |
| Total comprehensive loss for the year | -$21.1M | -$10.3M |
| OSR Holdings, Inc. and subsidiaries | -$14.0M | -$10.3M |
| Non-controlling interests | -$7.0M | |
| Basic loss per ordinary share (in Dollars per share) | -$0.92 | -$4.79 |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 3 fiscal years (annual) or 3 quarters (quarterly), latest first.5
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash and cash equivalents | $1.7M | $341.5K | |
| Trade and other receivables, less allowance for credit losses of $62,370.40 and $67,579.81 as of December 31, 2025 and December 31, 2024, respectively | $392.1K | $933.8K | |
| Inventories, net | $196.4K | $922.1K | |
| Prepaid income taxes | $1.8K | $39 | |
| Other current financial assets | $262.7K | $54.4K | |
| Other current assets | $263.5K | $74.6K | |
| Total current assets | $2.8M | $2.3M | |
| Equipment and vehicles, net | $169.1K | $2.3K | |
| Operating lease right-of-use assets, net | $60.4K | $78.5K | |
| Intangible assets, net | $142.5M | $148.1M | |
| Goodwill | $24.9M | $24.4M | $27.8M |
| Other non-current financial assets | $578.9K | $329.3K | |
| Deferred tax assets | $200.5K | $92.1K | |
| Total assets | $171.2M | $175.2M | |
| Short-term borrowing | $2.3M | $1.8M | |
| Short-term corporate bond | $2.0M | ||
| Trade and other payables | $7.8M | $1.1M | |
| Accrued expenses | $957.9K | $459.9K | |
| Operating lease liabilities-current | $47.0K | $44.7K | |
| Other current liabilities | $971.4K | $79.8K | |
| Income taxes payable | $485.5K | $255 | |
| Derivative liabilities | $2.5M | ||
| Total current liabilities | $17.2M | $3.5M | |
| Long-term debt | $497.6K | ||
| Operating lease liabilities- non-current | $12.6K | $33.4K | |
| Other non-current liabilities | $1.7K | $1.7K | |
| Deferred tax liabilities | $27.0M | $28.0M | |
| Total liabilities | $44.2M | $32.0M | |
| Common stock, $0.0001 par value, Authorized 100,000,000 shares; 26,597,788 shares and 2,155,000 shares issued and outstanding as of December 31, 2025 and December 31, 2024, respectively | $2.7K | $216 | |
| Additional paid-in capital | $111.0M | $162.6M | |
| Accumulated deficit | -$37.2M | -$19.2M | |
| Accumulated other comprehensive income | $3.8M | -$225.4K | |
| Non-controlling interests | $49.4M | ||
| Total stockholders equity | $127.0M | $143.2M | $153.5M |
| Total liabilities and stockholders equity | $171.2M | $175.2M | |
| Allowance for credit losses | $62.4K | $67.6K | |
| Common stock, par value (in Dollars per share) | $0.00 | $0.00 | |
| Common stock, shares authorized (in Shares) | 100.0M shares | 100.0M shares | |
| Common stock, shares issued (in Shares) | 26.6M shares | 2.2M shares | |
| Common stock, shares outstanding (in Shares) | 26.6M shares | 2.2M shares |
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash and cash equivalents | $1.7M | $341.5K | |
| Trade and other receivables, less allowance for credit losses of $62,370.40 and $67,579.81 as of December 31, 2025 and December 31, 2024, respectively | $392.1K | $933.8K | |
| Inventories, net | $196.4K | $922.1K | |
| Prepaid income taxes | $1.8K | $39 | |
| Other current financial assets | $262.7K | $54.4K | |
| Other current assets | $263.5K | $74.6K | |
| Total current assets | $2.8M | $2.3M | |
| Equipment and vehicles, net | $169.1K | $2.3K | |
| Operating lease right-of-use assets, net | $60.4K | $78.5K | |
| Intangible assets, net | $142.5M | $148.1M | |
| Goodwill | $24.9M | $24.4M | $27.8M |
| Other non-current financial assets | $578.9K | $329.3K | |
| Deferred tax assets | $200.5K | $92.1K | |
| Total assets | $171.2M | $175.2M | |
| Short-term borrowing | $2.3M | $1.8M | |
| Short-term corporate bond | $2.0M | ||
| Trade and other payables | $7.8M | $1.1M | |
| Accrued expenses | $957.9K | $459.9K | |
| Operating lease liabilities-current | $47.0K | $44.7K | |
| Other current liabilities | $971.4K | $79.8K | |
| Income taxes payable | $485.5K | $255 | |
| Derivative liabilities | $2.5M | ||
| Total current liabilities | $17.2M | $3.5M | |
| Long-term debt | $497.6K | ||
| Operating lease liabilities- non-current | $12.6K | $33.4K | |
| Other non-current liabilities | $1.7K | $1.7K | |
| Deferred tax liabilities | $27.0M | $28.0M | |
| Total liabilities | $44.2M | $32.0M | |
| Common stock, $0.0001 par value, Authorized 100,000,000 shares; 26,597,788 shares and 2,155,000 shares issued and outstanding as of December 31, 2025 and December 31, 2024, respectively | $2.7K | $216 | |
| Additional paid-in capital | $111.0M | $162.6M | |
| Accumulated deficit | -$37.2M | -$19.2M | |
| Accumulated other comprehensive income | $3.8M | -$225.4K | |
| Non-controlling interests | $49.4M | ||
| Total stockholders equity | $127.0M | $143.2M | $153.5M |
| Total liabilities and stockholders equity | $171.2M | $175.2M | |
| Allowance for credit losses | $62.4K | $67.6K | |
| Common stock, par value (in Dollars per share) | $0.00 | $0.00 | |
| Common stock, shares authorized (in Shares) | 100.0M shares | 100.0M shares | |
| Common stock, shares issued (in Shares) | 26.6M shares | 2.2M shares | |
| Common stock, shares outstanding (in Shares) | 26.6M shares | 2.2M shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.5
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net loss | -$27.1M | -$10.3M |
| Income tax benefit | -$1.8M | -$1.6M |
| Depreciation | $7.3K | $5.9K |
| Amortization | $9.3M | $9.7M |
| Loss on inventory valuation | -$8.8K | $13.0K |
| Loss on disposal of tangible assets | $2.2K | |
| Lease expense | $54.8K | $73.7K |
| Bad debts | $42.3K | $57.7K |
| Severance pay | $80.7K | |
| Commissions and professional fees | $3.4M | |
| Loss on change in fair value of financial liabilities | $5.7M | |
| Merger and acquisition costs | $8.6M | |
| Loss on foreign currency translation | $74.1K | $169.0K |
| Gain on change in fair value of financial liabilities | -$4.2M | |
| Gain on foreign currency translation | -$46.0K | |
| Decrease in trade and other receivables | $570.7K | $87.8K |
| Decrease in inventories, net | $763.7K | $305.6K |
| Decrease (increase) in other current assets | $350.6K | -$15.5K |
| Decrease in trade and other payables | -$510.2K | -$344.0K |
| Increase in accrued expenses | $476.6K | $3.4K |
| Decrease in lease liabilities | -$54.8K | -$73.7K |
| Increase (decrease) in tax payables | $153.6K | -$14.8K |
| Increase (decrease) in other liabilities | -$44.8K | $8.2K |
| Net cash used in operating activities | -$4.3M | -$1.8M |
| Decrease in deposits | $8.3K | |
| Decrease in short-term loan | $696.3K | |
| Purchase of FVTPL financial assets | -$433.1K | |
| Disposal of equipment and vehicles | $1.0K | $6.2K |
| Purchase of tangible assets | -$176.4K | |
| Increase in deposits | -$7.3K | |
| Increase in short-term loan | -$3.2M | -$199.9K |
| Increase in long-term loan | -$33.8K | |
| Increase in cash and cash equivalents from business combination | $1.2M | |
| Net cash provided by (used in) investing activities | -$2.6M | $503.6K |
| Proceeds from long-term debt | $236.7K | |
| Proceeds from short-term borrowing | $4.1M | $1.7M |
| Extension of lease liability | $22.1K | |
| Repayment of long-term debt | -$514.3K | -$49.2K |
| Repayment of short-term borrowing | -$500.3K | -$655.2K |
| Issuance of convertible bonds | $1.1M | |
| Repayment of short-term corporate bond | -$652.2K | |
| Proceeds from issuance of common stock | $4.8M | |
| Net cash provided by financing activities | $8.4M | $1.2M |
| Net change in cash and cash equivalents | $1.4M | -$161.5K |
| Effects of changes in exchange rate on cash and cash equivalents | -$38.4K | -$37.1K |
| Cash paid for interest | $506.8K | $54.0K |
| Cash paid for income taxes (net of refunds received) | $153.6K | $14.8K |
No quarter-by-quarter statement was filed.
Corporate structure
OSR Health, Inc. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of OSR Health, Inc.
- joint protein central inc. Filed SCHEDULE 13G/A on OSR Health, Inc., latest Aug 17, 2026 (2 filings since Apr 22, 2026)
- Bellevue Global Life Science Investors LLC Filed SCHEDULE 13G/A on OSR Health, Inc., latest Feb 11, 2025 (3 filings since Feb 8, 2024)
- RIVERNORTH CAPITAL MANAGEMENT, LLC Filed SCHEDULE 13G/A on OSR Health, Inc., latest Jan 10, 2025 (2 filings since Nov 14, 2024)
- Space Summit Capital LLC Filed SC 13G/A on OSR Health, Inc., latest Feb 5, 2024 (2 filings since Feb 16, 2023)
- OSR Health, Inc. Bellevue, Washington
Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What OSR Health, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Property and equipment, before depreciation | $460.2K5 Dec 31, 2025 | $291.8K5 Dec 31, 2024 | +57.7% |
| Accumulated depreciation | $291.1K5 Dec 31, 2025 | $289.5K5 Dec 31, 2024 | +0.6% |
| Property and equipment, net | $169.1K5 Dec 31, 2025 | $2.3K5 Dec 31, 2024 | +7146.4% |
| Operating-lease assets (leased space) | $60.4K5 Dec 31, 2025 | $78.5K5 Dec 31, 2024 | −23.0% |
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $1.7M5 Dec 31, 2025 | $341.5K5 Dec 31, 2024 | +397.8% |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Goodwill | $24.9M5 Dec 31, 2025 | $24.4M5 Dec 31, 2024 | +2.4% |
| Intangible assets, net (excluding goodwill) | $142.5M5 Dec 31, 2025 | $148.1M5 Dec 31, 2024 | −3.8% |
| Finite-lived intangibles, gross | $169.5M5 Dec 31, 2025 | $165.5M5 Dec 31, 2024 | +2.4% |
| Accumulated amortization | $27.1M5 Dec 31, 2025 | $17.4M5 Dec 31, 2024 | +55.3% |
| Finite-lived intangibles, net | $142.5M5 Dec 31, 2025 | $148.1M5 Dec 31, 2024 | −3.8% |
Inventory
| Item | Latest | A year before | Change |
|---|---|---|---|
| Inventory, total | $196.4K5 Dec 31, 2025 | $922.1K5 Dec 31, 2024 | −78.7% |
| Finished goods | $216.0K5 Dec 31, 2025 | $949.7K5 Dec 31, 2024 | −77.3% |
Properties, in its own words
We do not own any real estate or other physical properties materially important to our operations. Our executive offices are located at 10900 NE 4th Street, Suite 2300, Bellevue, WA 98004 and Hoedong-gil, 37-36, 3F, Paju, Gyeonggi-do, 10881 Korea, and our telephone numbers are (425) 635-7700 and +82 31 948 9419, respectively. Under an administrative services agreement we entered into with BCM effective on February 9, 2023, we have agreed to pay BCM, an affiliate of our Sponsor, a total of $7,500 per month for office space, utilities and secretarial and administrative support through and after our initial business combination to the extent that our corporate administrative needs are served through the facilities and assets of our Sponsor. We consider our current office space, combined with the other office space otherwise available to our executive officers, adequate for our current operations.
Item 2 of the 10-K filed Mar 31, 2026.4
Leadership
Who has led OSR Health, Inc., and when. Pick a name to see everywhere that person has worked.
Chief executive
President
Chief financial officer
Chief operating officer
- Chief executive officerKuk Hyoun Hwang Feb 16, 2023 to now11
- PresidentKuk Hyoun Hwang Feb 19, 2025 to now12
- Chief financial officerGihyoun Bang Feb 20, 2025 to now13
- Chief financial officerDavid Jin Yoo Feb 9, 2023 to Mar 27, 202314
- Chief operating officerYeiseok Kim Apr 16, 2026 to now15
Board members and other officers (11)
- OfficerKuk Hyoun Hwang Feb 9, 2023 to Feb 9, 202316
- Board memberHyuk Joo Jee Feb 20, 2025 to now17
- Board memberAlcide Barberis Feb 21, 2025 to now18
- Board memberJoong Myung Cho Feb 21, 2025 to now19
- Board memberReto Kaspar Fierz Oct 24, 2025 to now20
- Board memberJun Chul Whang Feb 9, 2023 to Feb 9, 202321
- Board memberKuk Hyoun Hwang Feb 9, 2023 to now16
- Board memberHosun Euh Feb 16, 2023 to Feb 16, 202322
- Board memberIn Chul Chung Feb 16, 2023 to Feb 16, 202323
- Board memberJin Whan Park Feb 16, 2023 to Feb 16, 202324
- Board memberRad Roberts Feb 16, 2023 to Feb 16, 202325
Former names
Timeline
- Oct 2, 20268-K Executive or director change26
- Aug 28, 20268-K Other events27
- Aug 25, 20268-K Other events28
- Aug 19, 20268-K Listing notice or transfer; Regulation FD disclosure29
- Aug 10, 20268-K Shareholder vote30
- Aug 7, 20268-K Regulation FD disclosure31
- Jul 31, 20268-K Regulation FD disclosure32
- Jun 17, 20268-K Bylaws or fiscal year changed33
- Jun 11, 20268-K Other events34
- Jun 2, 20268-K Entered a material agreement35
- May 6, 20268-K Financial statements and exhibits36
- Apr 30, 20268-K Entered a material agreement; Regulation FD disclosure37
- Feb 16, 2023New chief executive Kuk Hyoun Hwang becomes CEO11
Filings
222 filings to the SEC since October 2021: 4 annual reports, 11 quarterly reports, 70 major events, 34 insider forms, 9 large holders, 94 other. The latest 20:
- Oct 2, 20268-K CURRENT REPORT EDGAR
- Aug 28, 20268-K CURRENT REPORT EDGAR
- Aug 25, 20268-K CURRENT REPORT EDGAR
- Aug 19, 20268-K CURRENT REPORT EDGAR
- Aug 17, 2026SCHEDULE 13G/A EDGAR
- Aug 14, 202610-Q QUARTERLY REPORT EDGAR
- Aug 10, 20268-K CURRENT REPORT EDGAR
- Aug 7, 20268-K CURRENT REPORT EDGAR
- Jul 31, 20268-K CURRENT REPORT EDGAR
- Jul 16, 2026DEF 14A PROXY STATEMENT EDGAR
- Jul 6, 2026PRE 14A PROXY STATEMENT EDGAR
- Jun 17, 20268-K CURRENT REPORT EDGAR
- Jun 11, 20268-K CURRENT REPORT EDGAR
- Jun 11, 2026DEFA14A DEFINITIVE ADDITIONAL MATERIALS EDGAR
- Jun 2, 20268-K CURRENT REPORT EDGAR
- May 26, 2026DEF 14A PROXY STATEMENT EDGAR
- May 13, 202610-Q QUARTERLY REPORT EDGAR
- May 11, 2026PRE 14A PROXY STATEMENT EDGAR
- May 6, 20268-K/A AMENDMENT NO. 1 TO FORM 8-K EDGAR
- Apr 30, 20268-K CURRENT REPORT EDGAR
The 222 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- joint protein central inc.SCHEDULE 13G/A, 2 filings Apr 22, 2026 to Aug 17, 202638
- Bellevue Global Life Science Investors LLCSCHEDULE 13G/A, 3 filings Feb 8, 2024 to Feb 11, 202539
- RIVERNORTH CAPITAL MANAGEMENT, LLCSCHEDULE 13G/A, 2 filings Nov 14, 2024 to Jan 10, 202540
- Space Summit Capital LLCSC 13G/A, 2 filings Feb 16, 2023 to Feb 5, 202441
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2025 | Kuk Hyoun Hwang | 51 | $400.0K | $400.0K42 |
| 2025 | Constance Höfer | $345.0K | $345.0K42 | |
| 2025 | Gihyoun Bang | $300.0K | $300.0K42 | |
| 2024 | Chief Financial Officer | $47.4K42 |
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.
| Fund | Shares | Value | Share of the fund | Change |
|---|---|---|---|---|
| Vanguard Fiduciary Trust Co | 148,266 | $46.9K | 0.0% | +131,237 |
| Citadel Advisors LLC | 127,810 | $40.4K | 0.0% | New |
| Jane Street Group, LLC | 127,195 | $40.2K | 0.0% | New |
| Geode Capital Management, LLC | 100,458 | $31.8K | 0.0% | −5,285 |
| Two Sigma Securities, LLC | 46,537 | $14.7K | 0.0% | New |
| Vanguard Capital Management LLC | 37,373 | $11.8K | 0.0% | No change |
| XTX Topco Ltd | 32,380 | $10.2K | 0.0% | −28,366 |
| Susquehanna International Group, Llp | 18,282 | $5.8K | 0.0% | New |
| Northern Trust Corp | 10,906 | $3.5K | 0.0% | New |
| Tower Research Capital LLC (TRC) | 6,587 | $2.1K | 0.0% | +2,446 |
| UBS Group AG | 580 | $183 | 0.0% | −3,896 |
| SBI Securities Co., Ltd. | 137 | $43 | 0.0% | +60 |
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How OSR Health, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGAROSR Health, Inc.1
- CIK0001840425
- Employer ID (EIN)84-50528224
- Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company4
- Incorporated inDelaware4
- Fiscal year endsDecember 311
- Industry code (SIC)3841 Surgical & Medical Instruments & Apparatus1
- SEC reviewing officeOffice of Industrial Applications and Services, Division of Corporation Finance1
- Business address10900 Ne 4Th Street, Suite 2300, Bellevue, WA 980041
- Phone425-635-77001
- Shares outstanding35,118,692 as of Aug 10, 202610
- Public float$7.7M as of Dec 31, 20254
- AuditorShinhan Accounting Corporation, Seoul, Korea PCAOB ID 1744; no auditor attestation of internal control over financial reporting4
- On EDGAR sinceMar 12, 20211
- Filings224 in all: 8-K (67), 3 (20), CORRESP (17), UPLOAD (16), 4 (14), 10-Q (11), 425 (9), DEF 14A (6)1
All 34 form types
PRE 14A (6), S-1/A (6), 10-K (4), S-4/A (4), 424B3 (3), 8-K/A (3), DRS/A (3), DRSLTR (3), EFFECT (3), NT 10-Q (3), SC 13G (3), SCHEDULE 13G/A (3), CERT (2), DRS (2), NT 10-K (2), S-1 (2), SC 13G/A (2), SEC STAFF LETTER (2), 25-NSE (1), 424B4 (1), 8-A12B (1), 8-A12B/A (1), ARS (1), DEFA14A (1), S-4 (1), SCHEDULE 13G (1)
- Latest filingsAnnual report (10-K) Mar 31, 2026
Quarterly report (10-Q) Aug 14, 2026
Proxy statement (DEF 14A) Jul 16, 2026
Latest 8-K (8-K) Oct 2, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common stock, par value $0.0001 per share | OSRH | The Nasdaq Stock Market LLC |
| Redeemable warrants, exercisable for shares of common stock at an exercise price of $11.50 per share | OSRHW | The Nasdaq Stock Market LLC |
From the cover page of the 10-K filed Mar 31, 2026 (Section 12(b) of the Exchange Act).4
Risk factors and legal proceedings
The risks OSR Health, Inc. names in Item 1A of its 10-K filed Mar 31, 2026: 73 risks under these headings, as written.4
- Conflicts of interest arising from related-party relationships could adversely affect the terms and economic outcomes of our licensing arrangements.
- The Company’s only significant asset is its ownership of OSR and such ownership may not be sufficient to pay its expenses or satisfy other financial obligations.
- The Company’s principal stockholders and management own a significant percentage of Company Common Stock and are able to exert significant control over matters subject to stockholder approval.
- Lack of Business Diversification
- Ability of the Company’s Management Team to Execute Its Business Strategy
- The Company may be subject to tax liability if OSR fails to pay its local taxes.
- Risks Related to Our Securities and Being a Public Company
- The price of the Company’s Common Stock and warrants may be volatile.
- We are no longer a “controlled company” under Nasdaq rules and we cannot rely on certain Nasdaq corporate governance requirement exemptions
- An active, liquid trading market for the Company Common Stock and warrants may not develop or persist, which may limit your ability to sell such common stock and warrants.
- The Company does not intend to pay dividends on its common stock so any returns will be limited to the value of our stock.
- Future sales, or the perception of future sales, of the Company Common Stock by the Company or its stockholders in the public market could cause the market price for the Company Common Stock to decline.
The other 63 risks
- If the Company issues additional equity securities or debt securities, those securities offerings may adversely affect the market price of the Company Common Stock and warrants to purchase shares of the Company Common Stock and may be dilutive to existing stockholders.
- The Company granted registration rights to certain stockholders and others, and the future exercise of such rights may adversely affect the market price of our common stock.
- The abovementioned risks are specifically relevant to the Company’s Equity Line of Credit (“ELOC”) Agreement
- The Amended Bylaws require, to the fullest extent permitted by law, that derivative actions brought in our name, as applicable, against their respective directors, officers, other employees or stockholders for breach of fiduciary duty and other similar actions may be brought only in the Court of Chancery in the State of Delaware, which may have the effect of discouraging lawsuits against our directors, officers, other employees or stockholders, as applicable.
- Anti-takeover provisions contained in the Company Charter and the Company Bylaws, as well as provisions of Delaware law, could impair a takeover attempt.
- If securities or industry analysts do not publish or cease publishing research or reports about the Company, its business, or its market, or if they change their recommendations regarding the Company securities adversely, then the price and trading volume of the Company securities could decline.
- There can be no assurance that the Company will be able to comply with the continued listing standards of Nasdaq. The Company’s failure to meet the continued listing requirements of Nasdaq could result in a delisting of the Company’s Common Stock and warrants.
- We anticipate that the Company will qualify as an “emerging growth company” as well as a “smaller reporting company” within the meaning of the Securities Act, and if the Company takes advantage of certain exemptions from disclosure requirements available to emerging growth companies, this could make its securities less attractive to investors and may make it more difficult to compare its performance with other public companies.
- The Company may redeem unexpired public warrants after they become exercisable and prior to their exercise at a time that is disadvantageous to the holders, thereby making your public warrants worthless.
- Risks Related to the Company Business and Operations
- The Company’s limited operating history, the early stage of its development programs and the inherent uncertainties and risks involved in pharmaceutical product development may make it difficult for it to execute on its business model.
- The Company will likely incur significant operating losses for the foreseeable future and may never achieve or maintain profitability.
- Our business is dependent on the success of our product candidates that we advance into clinical trials and ultimately commercial distribution, which will require managing complex scientific, regulatory, management, sales, licensing and other issues.
- Drug development is a highly speculative business requiring substantial investments that may not ever generate operating cash flow.
- If we obtain regulatory approval for any of our product candidates, we still may never achieve profitability.
- Even if a product candidate we develop receives regulatory approval, it may fail to achieve the degree of market acceptance by physicians, patients, third-party payors and others in the medical community necessary for commercial success.
- Coverage and reimbursement may be limited or unavailable for our product candidates, if approved, which could make it difficult for us to sell any product candidates profitably.
- Because we have multiple programs and product candidates under development and are pursuing a variety of target indications and treatment modalities, we may expend our limited resources to pursue a particular product candidate and fail to capitalize on development opportunities or product candidates that may be more profitable or for which there is a greater likelihood of success.
- We may not be successful in our efforts to build a robust pipeline of product candidates with commercial value.
- The market opportunities for our product candidates may vary widely as we intend to develop product candidates to address unmet diseases, with some product candidates having smaller target markets, and our estimates of the prevalence of our target patient populations may be inaccurate.
- Our subsidiaries may become a party to certain agreements that provide our licensors, collaborators or other stockholders in our subsidiaries with rights that could delay or impact the potential sale of our subsidiaries or could impact the ability of our subsidiaries to sell assets, or enter into strategic alliances, collaborations or licensing arrangements with other third parties.
- A single or limited number of portfolio companies may comprise a large proportion of our value.
- The business of our subsidiary that is a distributor of medical products is subject to other risks, including risks related to its customer concentration, its holding inventory that may decline in value, foreign exchange rate fluctuations, its dependency on sales agency agreements and the risks relating to economic conditions and government regulation of the healthcare industry in Korea.
- Our principal assets are our interests in our various subsidiaries, and accordingly, we will depend on distributions and dividends from our subsidiaries to make additional cash investments, pay taxes and cover our corporate and other overhead expenses.
- The Company has previously identified material weaknesses in its internal control over financial reporting, which could adversely affect its ability to report its financial condition and results of operations accurately and on a timely basis.
- Risks Related to the Company’s Strategy to Grow the Business
- We may not be successful in our efforts to acquire, in-license or discover and develop new product candidates.
- We currently have no marketing and sales organization for pharmaceutical products and have no experience as a company in commercializing products, and we may have to invest significant resources to develop these capabilities. If we are unable to establish marketing and sales capabilities or enter into agreements with third parties to market and sell our pharmaceutical products, we may not be able to generate pharmaceutical product revenue.
- Our investment strategy and future growth rely on a number of assumptions, some or all of which may not be realized.
- Our future success depends on our ability to retain key employees, directors, consultants and advisors and to attract, retain and motivate qualified personnel.
- Our reliance on a central team consisting of a limited number of employees who provide various administrative, research and development and other services to all our subsidiaries presents operational challenges that may adversely affect our business.
- We will need to expand our organization, and we may experience difficulties in managing this growth, which could disrupt our operations.
- Risks Related to the Company’s Requirements for Additional Capital
- We will require substantial additional capital to finance our operations. If we are unable to raise such capital when needed, or on acceptable terms, we may be forced to delay, reduce and/or eliminate one or more of our research and drug development programs, future commercialization efforts and/or other operations.
- We may be unable to obtain additional financing to adequately capitalize the Company or to fund the operations and growth of the Company and its subsidiaries, which could adversely affect the future prospects of the Company.
- We will require additional capital to fund our operations, and if we fail to obtain necessary financing, we may not be able to complete the development and commercialization of our product candidates.
- The additional capital that we need to fund our operations may not be available at all, or on terms that allow us to continue operations or provide any hope of generating future profits.
- Our future cash flows from operations are unlikely to satisfy our capital needs, so we will continue to need to obtain financing through other means that may involve dilution of our stockholders, limits on our financing activities or reductions of our interest in our subsidiaries and investments.
- If we enter into acquisitions or strategic partnerships, this may increase our capital requirements, dilute our stockholders, cause us to incur debt or assume contingent liabilities and subject us to other risks.
- There is substantial doubt about the Company’s ability to continue as a going concern, which could prevent the Company from executing its business plan and adversely affect its financial condition and stock price.
- Risks Related to the Company’s Management of the Business and Operations
- We incur increased costs as a result of operating as a public company, and our management will devote substantial time to compliance with its public company responsibilities and corporate governance practices.
- The Company’s management team has limited experience managing and operating a U.S. public company.
- Our ability to successfully operate the business depends largely upon the efforts of certain key personnel, including the key personnel of the Company and its subsidiaries. The loss of such key personnel could adversely affect the operations and profitability of the Company’s business.
- Claims for indemnification by our directors and officers may reduce our available funds to satisfy successful third-party claims against us and may reduce the amount of money available to us.
- The outbreak of new, novel diseases, similar to the world’s recent experience with COVID-19, could adversely impact our business, including our preclinical studies and clinical trials.
- Shareholder litigation and regulatory inquiries and investigations are expensive and could harm the Company’s business, financial condition and operating results and could divert management attention.
- We may be the target of securities class action and derivative lawsuits which could result in substantial costs.
- The outcome of any future claims and litigation could have a material adverse impact on our business, financial condition and results of operations.
- Our internal computer systems, or those used by our third-party research institution collaborators, CROs or other contractors or consultants, may fail or suffer security breaches.
- We could be held liable for monetary damages resulting from security breaches of our internal computer systems, and our insurance policies may be insufficient to cover potential losses.
- We or the third parties upon whom we depend on may be adversely affected by natural disasters and our business continuity and disaster recovery plans may not adequately protect us from a serious disaster.
- Tensions with North Korea could have an adverse effect on our business, financial condition, and results of operations, and the price per share of our common stock.
- Except with respect to RMC, our Korean subsidiary engaged in the sale and distribution of medical products in Korea, we do not expect to carry any business interruption insurance or any other insurance (except for director and officer liability insurance). As a result, we may incur uninsured losses, increasing the possibility that you would lose your entire investment in the Company.
- Our relationships with healthcare providers and physicians and third-party payors will be subject to applicable anti-kickback, fraud and abuse and other healthcare laws and regulations, which could expose us to criminal sanctions, civil penalties, contractual damages, reputational harm and diminished profits and future earnings.
- Even if we receive regulatory approval of any product candidates, we will be subject to ongoing regulatory obligations and continued regulatory review, which may result in significant additional expense and we may be subject to penalties if we fail to comply with regulatory requirements or experience unanticipated problems with our product candidates.
- The FDA, European Medicines Agency and other regulatory agencies actively enforce the laws and regulations prohibiting the promotion of off-label uses.
- The Affordable Care Act and the Inflation Reduction Act, as well as other ongoing healthcare legislative and regulatory reform measures, may have a material adverse effect on our business and results of operations.
- If the Company’s officers and directors serve as directors or officers of majority-owned subsidiaries, those individuals will have fiduciary and other duties to those subsidiaries and their minority stockholders, potentially causing conflicts of interest between their duties to the Company and their duties to those subsidiaries.
- Our employees, independent contractors, consultants, and partners may engage in misconduct or other improper activities, including noncompliance with regulatory standards and requirements.
- Risks Related to International Operations of the Company’s Business
- If political and economic conditions in South Korea deteriorate, our current business and future growth could be materially and adversely affected.
- Fluctuations in exchange rates could result in foreign currency exchange losses to us.
- There are special risks involved with investing in Korean companies, including the possibility of restrictions being imposed by the Korean government in emergency circumstances, accounting and corporate disclosure standards that differ from those in other jurisdictions, and the risk of direct or vicarious criminal liability for executive officers of our Korean affiliates.
- OSR is subject to certain requirements and restrictions under Korean law that may, in certain circumstances, require it to act in a manner that may not be in the Company’s or its stockholders’ best interest.
- OSR’s transactions with related parties are subject to close scrutiny by the Korean tax authorities, which may result in adverse tax consequences.
- If we are deemed to have a “place of effective management” in Korea, we will be treated as a Korean company for the purpose of Korean corporate income tax with regards to our worldwide income.
- If we are deemed to have a “permanent establishment” in Korea, we will be subject to Korean corporate income tax with regards to any Korean source income attributable to or effectively connected with such permanent establishment.
Legal proceedings
We may from time to time become subject to a range of actual or potential claims, lawsuits and other legal and administrative proceedings (including those described below) that may arise in the ordinary course of business. Some of these claims, lawsuits and other proceedings may range in complexity and result in substantial uncertainty; it is possible that they may result in damages, fines, penalties, non-monetary sanctions, or relief.
In March and May of 2025, Company Management became aware of a civil action filed against the Company by Benjamin Securities, Inc., in Supreme Court, New York County, seeking $425,000.00 in brokerage fees and costs that the plaintiff alleges are due and owing. As of September 30, 2025, the matter remains pending.
On September 2, 2025, Chardan Capital Markets, LLC filed a complaint (the “Complaint”) in the United States District Court for the Southern District of New York against the Company and Kuk Hyoun Hwang (Chardan Capital Markets, LLC v. OSR Holdings, Inc. et al., No. 1:25-cv-07285-SHS). The Complaint asserts claims for breach of contract and related causes of action. The case has been assigned to Judge Sidney H. Stein, with Magistrate Judge Robert W. Lehrburger designated to handle matters that may be referred in this action.
Service of process was waived on September 5, 2025, and an answer to the Complaint was filed on November 4, 2025. On October 6, 2025, the Court entered a Civil Case Management Plan and Scheduling Order setting discovery deadlines. The parties are currently engaged in settlement discussions while discovery proceeds.
The opening of Item 3, Legal Proceedings.4
Sources
The numbers on this page point here. Each one links to the record it came from.
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- 2Yahoo FinanceOSRH quote
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- 12SEC EDGARKuk Hyoun Hwang, President
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- 15SEC EDGARYeiseok Kim, Chief operating officer
- 16SEC EDGARKuk Hyoun Hwang, Officer
- 17SEC EDGARHyuk Joo Jee, Board member
- 18SEC EDGARAlcide Barberis, Board member
- 19SEC EDGARJoong Myung Cho, Board member
- 20SEC EDGARReto Kaspar Fierz, Board member
- 21SEC EDGARJun Chul Whang, Board member
- 22SEC EDGARHosun Euh, Board member
- 23SEC EDGARIn Chul Chung, Board member
- 24SEC EDGARJin Whan Park, Board member
- 25SEC EDGARRad Roberts, Board member
- 26SEC EDGARExecutive or director change
- 27SEC EDGAROther events
- 28SEC EDGAROther events
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- 30SEC EDGARShareholder vote
- 31SEC EDGARRegulation FD disclosure
- 32SEC EDGARRegulation FD disclosure
- 33SEC EDGARBylaws or fiscal year changed
- 34SEC EDGAROther events
- 35SEC EDGAREntered a material agreement
- 36SEC EDGARFinancial statements and exhibits
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