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Item 5. Other Information

2025-05-20 compared with 2024-11-14 · 18 added, 47 removed, 13 unchanged (83% of the section changed)

OTHER INFORMATION

During the three

months ended September 30, 2024, no director or officer of the Company adopted or terminated a “Rule 10b5-1

trading arrangement” or “non-Rule

trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

The following exhibits are being filed herewith, or incorporated by reference into, this Quarterly Report on Form 10-Q and are numbered in accordance with Item 601 of Regulation S-K:

Amended and Restated Business Combination Agreement, dated as of May 23, 2024, between Bellevue Life Sciences Acquisition Corp.

and OSR Holdings Co., Ltd.

(Incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K (File No.

001-41390) filed with the SEC on May 30, 2024)*

Amended and Restated Certificate of Incorporation (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No.

001-41390) filed with the SEC on February 15, 2023)

Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Bellevue Life Sciences Acquisition Corp.

dated as of November 9, 2023 (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No.

001-41390) filed with the SEC on November 15, 2023)

Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Bellevue Life Sciences Acquisition Corp.

dated as of February 9, 2024 (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No.

001-41390) filed with the SEC on February 13, 2024)

Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Bellevue Life Sciences Acquisition Corp.

dated as of May 14, 2024 (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No.

001-41390) filed with the SEC on May 14, 2024)

By-Laws (Incorporated by reference to Exhibit 3.2 to Amendment No.

1 to the Company’s Form S-1 (File No.

333-264597) filed with the SEC on May 10, 2022)

Promissory Note, dated July 11, 2024, issued by Bellevue Life Sciences Acquisition Corp.

to Bellevue Global Life Sciences Investors, LLC (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.

001-41390) filed with the SEC on July 16, 2024)

Amendment to Promissory Note, dated September 20, 2024, issued by Bellevue Life Sciences Acquisition Corp.

to Jun Chul Whang (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.

001-41390) filed with the SEC on September 24, 2024)

Amendment to Promissory Note, dated September 20, 2024, issued by Bellevue Life Sciences Acquisition Corp.

to Josh Pan (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.

001-41390) filed with the SEC on September 24, 2024)

the three months ended March 31, 2025, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement”

or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

following exhibits are being filed herewith, or incorporated by reference into, this Quarterly Report on Form 10-Q and are

numbered in accordance with Item 601 of Regulation S-K:

Note Purchase Agreement, dated as of May 6, 2025, between OSR Holdings, Inc.

and White Lion Capital, LLC.

Senior Secured Convertible Promissory Note, issued May 6, 2025, by OSR Holdings, Inc.

to White Lion Capital LLC.

Common Stock Purchase Warrant, issued May 6, 2025, by OSR Holdings, Inc to White Lion Capital, LLC.

Amendment No.

1 to Common Stock Purchase Agreement, between OSR Holdings, Inc.

and White Lion Capital LLC.

Certification of Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *

10 unchanged sentences

Inline XBRL Taxonomy Extension Presentation Linkbase Document.

Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document contained in Exhibit 101**

Certain schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K.

A copy of any omitted schedule or exhibit will be furnished separately to the SEC upon request.

Filed herewith.

Furnished herewith.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

BELLEVUE LIFE SCIENCES ACQUISITION CORP.

November 14, 2024

/s/ Kuk Hyoun Hwang

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by

the undersigned hereunto duly authorized.

HOLDINGS, INC.

Kuk Hyoun Hwang

Chief Executive Officer and Director

(Principal Executive Officer)

November 14, 2024

Chief Financial Officer

(Principal Financial Officer and Chief Accounting Officer)

Executive Officer

Financial Officer

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 5. Other Information