Apollo Biowellness, Inc., to Merge with Revive Regenerative, Inc.

September 17, 2025 9:30 AM EDT | Source: Apollo Biowellness, Inc.

North Bergen, New Jersey--(Newsfile Corp. - September 17, 2025) - Apollo Biowellness, Inc. (OTCID: KOAN) (the "Company") is pleased to announce that it has signed a Letter of Intent with Revive Regenerative, Inc. ("Revive"), a leader in the aesthetic laser and energy device industry serving plastic surgeons, dermatologists, med spas, and wellness centers, to pursue a potential merger, subject to negotiation of definitive agreements and customary closing conditions.

The merger is to be a 60/40 transaction with Revive shareholders receiving 60% and Apollo shareholders and debt holders receiving 40% of the combined company, subject to the terms and conditions set forth in the definitive merger agreement. The surviving company will be Revive Regenerative, Inc., and the Company will become a wholly owned subsidiary of Revive.

Revive will be a publicly traded holding company having two wholly owned subsidiaries, that being Revive Lasers, Inc. and Revive Biologics, Inc. Revive Biologics, Inc. will oversee and manage all the operations and production of Evolutionary Biologics, Inc.

The merger is subject to various conditions, pertaining to the Company, including the conversion and/or settlement of all convertible debt prior to closing and a commitment of $3.5M for growth and expansion. Revive is subject to a minimum threshold performance of $25M in sales for 2026, with a minimum EBITDA of $2.5M. Final closing documents must also be negotiated and drafted, with a target closing date of October 31, 2025.

Revive is a leader in the regenerative laser field and serves as the integrated supply chain backbone for biologics and energy-based laser aesthetics, with a consumer products division developed through a series of strategic mergers, acquisitions and joint ventures.

Upon closing, James Palastra will assume the position of CEO of the holding company. Mr. Palastra is a distinguished executive with over 25 years of leadership in the aesthetics and medical device industries, renowned for driving operational excellence and global service innovation. He is a veteran within the aesthetic industry including his involvement with Cynosure, Inc., a NASDAQ company, that achieved $400M in revenue and later sold to a private equity group for $1.65B.

Mr. Palastra and his team of seasoned industry veterans bring decades of experience in the aesthetic industry and our intention going forward is to seek a minimum of 20 to 25% growth year to year.

James W. Zimbler, President and CEO, stated, "I am thrilled to announce this milestone for the Company and to become part of Revive Regenerative and its seasoned professionals-from the executive team to the commercial organization. The combination of the Evolutionary Biologics product line and the Revive laser products will take the Company to a level we have only dreamed about."

James Palastra, stated, "Today marks an exciting milestone for the customers, employees, partners, and shareholders of both Apollo Biowellness and Revive Regenerative. By uniting our organizations, we are creating a powerful platform that combines advanced energy-based devices with a comprehensive line of regenerative biologic solutions. Together, we will deliver more effective, integrated offerings that empower practitioners to achieve better outcomes for their patients."

The Company communicates with shareholders via X at @ApolloBioKOAN.

About Apollo Biowellness, Inc.
Apollo Biowellness, Inc., together with its subsidiary, Evolutionary Biologics, Inc., is engaged in the discovery, development, and marketing of products designed to improve human health and well-being. We believe we are positioning our company as a leader in the field of Regenerative Medicine, as defined by the National Institutes of Health, through the use of innovative biologic-based products. Intended products may be marketed under applicable third-party labeling exemptions, subject to regulatory requirements and approvals. Our current efforts are focused on marketing licensed, patent-pending, natural agents that support the body's own ability to promote repair and renewal. We are also licensed under a patent-pending application to market a dual-acting, all-natural dietary aid designed to help control hunger through normal body signals to the brain and stomach. Products are being developed for both consumer and professional markets.

Before using any of our products, you should always consult with your healthcare provider to determine if the product is appropriate for your use.

Forward-Looking Statements
This press release may contain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such statements include, but are not limited to, any statements relating to our product development programs and any other statements that are not historical facts. Such statements involve risks and uncertainties that could negatively affect our business, operating results, financial condition and stock price. Factors that could cause actual results to differ materially from management's current expectations include those risks and uncertainties relating to our ability to raise capital, the regulatory approval process, the development, testing, production and marketing of our drug candidates, patent and intellectual property matters and strategic agreements and relationships. We expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in our expectations or any changes in events, conditions or circumstances on which any such statement is based, except as required by law. A complete discussion of the risks and uncertainties that may affect the Company's business, including the business of any of its subsidiaries, is included in "Risk Factors" in the Company's most recent Annual Report on Form 10-K as filed by the Company with the Securities and Exchange Commission.

Corporate Contact
James W. Zimbler
President/CEO/Director
info@evolutionarybiologics.com
https://evobiologics.com/
631-806-1420
X at @ApolloBioKOAN

SOURCE: Apollo Biowellness, Inc.