The Albany Gazette - Aspire Biopharma Issues Shareholder Letter

Dear Fellow Shareholders,

2026 is shaping up to be a defining year for Aspire Biopharma Holdings. We are moving with speed to transform our clinical pipeline into commercial reality, broadening the market reach of our high growth consumer segment, while simultaneously diversifying our business through a proposed strategic acquisition.

Capital Market Milestones

Our Board of Directors recently authorized a $5.0 million share repurchase program, a move that underscores our absolute confidence in Aspire's intrinsic value. This decision is backed by a fortified balance sheet-following the closing of the second tranche of the Company's preferred stock private placement which resulted in approximately $21.0 million in net proceeds, and our successful return to full compliance with Nasdaq's stockholders' equity requirements.

As we look toward the remainder of the year, our strategy is focused on three key pillars of value creation:

1. Clinical Breakthroughs and Intellectual Property Expansion

Our lead candidate, a high-dose sublingual aspirin, continues to represent what we believe is an opportunity to redefine the standard for emergency cardiac care. By inhibiting platelet aggregation in under two minutes-up to five times faster than traditional chewed tablets-we are addressing a critical need in acute heart attack treatment. We remain on track to file our New Drug Application (NDA) via the 505(b)(2) pathway by the end of 2026.

To protect and scale this innovation, earlier in the year we filed an omnibus patent application with the USPTO for our proprietary sublingual delivery technology across many classes of substances. This system is designed to enhance pharmacokinetic performance, increasing bioavailability, and speed of onset into the bloodstream.

We are aggressively applying this technology to a broader portfolio of what we believe are blockbuster generic drugs. To that end, we successfully executed four key provisional patent filings in early 2026 that significantly expand our competitive moat:

• Jan 20, 2026: Sublingual powder formulation of Alprazolam (Generic Xanax^®) for rapid anxiety relief.

• Jan 27, 2026: Sublingual powder formulation of Clopidogrel (Generic Plavix^®) designed for faster absorption and reduced gastric side effects.

• Feb 12, 2026: Sublingual powder delivery system for Ondansetron (Generic Zofran^®) for rapid nausea and vomiting relief.

• Feb 17, 2026: Sublingual powder formulation of Meclizine (Generic Dramamine^®) for treating motion sickness and vertigo.

These filings supplement our existing IP and are intended to support our mission to be a leader in rapid-onset drug delivery, to many popular key drugs. I like to say, "Aspire does not make the popular drugs, we are making the popular drugs work better for You".

2. Scaling the BUZZ BOMB^™ Brand

Our consumer supplement subsidiary is gaining significant national momentum. With the launch of our 50mg caffeine stick packs and a "lifestyle" rebrand, we believe that BUZZ BOMB^™ is carving out a unique niche in the convenience and fitness markets. Our partnerships with TruLife Distribution and Interwest Brokerage are rapidly scaling our retail footprint, fueled by high-profile brand successes like our brand ambassador Ashley Paulson's recent world-record ultramarathon performances. And we are beginning to have commercial success with major fitness organizations as demonstrated by our recently announced strategic partnership with EoS Fitness, the High Value. Low Price.^® (HVLP) gym chain with more than 225 locations open or on the way nationwide. Through the EoS Flex Deals affiliate program, BUZZ BOMB^™'s lineup of 50mg sublingual caffeine stick packs will now be available to an expansive community of health-conscious gym members.

The EoS Flex Deals affiliate program is a premier partnerships platform designed to connect members with brands aligned with the EoS mission. With over 80 million impressions in 2025, the program provides BUZZ BOMB^™ with a powerful ecosystem to drive engagement, brand visibility and revenue, via in-gym TV advertising, Flex Deal mobile app offers and on-site product demonstrations.

3. Transformative Business Development: The Proposed Acquisition of DCS

On April 16, 2026, we announced a binding LOI to acquire 100% of Dura Driver Control Systems (DCS) for $30 million in cash. This has the potential to be a "company-making" move that pivots Aspire into a diversified, high-revenue enterprise, while we continue the development of our earlier stage drug delivery technology clinical and commercial opportunities.

• Financial Powerhouse: DCS is a mature, cash-generating business that reported over $200 million in 2025 revenue and more than $22 million in Adjusted EBITDA (unaudited).

• Global Footprint and IP: DCS operates 11 manufacturing facilities worldwide, supported by a deep portfolio of over 310 patents.

• Blue-Chip Stability: As a Tier-One supplier, DCS serves over 50 customers, including major global OEMs, with average relationships spanning 28 years.

• Strategic Leadership: Management will be bolstered by an expert team from Lakewood & Company, bringing over a century of collective automotive experience, and plans to help increase both top and bottom-line performance going forward.

This transaction is supported by a $22.5 million financing commitment and is not expected to require a new equity raise, protecting shareholder value from dilution.

Looking forward

We are making progress on our clinical pipeline, driving the commercial ramp of our BUZZ BOMB^™ product, and are better capitalized. With an opportunity to become more strategically diverse through the acquisition of DCS, we believe these initiatives set the stage for meaningful growth.

Whether through the laboratory, the retail shelf, or the disciplined repurchase of our own shares, our priority remains the same: driving long-term value.

In closing, I would emphasize the question all should be asking, "How is it with all of the above items in process, and many completed, and with more than $12 million cash in the bank after closing our recent financing in April, along with the proposed acquisition of a $200 million + Revenue Company, with over $20 million in EBITDA, how can the public markets only value us at approximately $7 million today?"

To our shareholders, thank you for your trust and partnership. We remain focused on delivering economic return through innovation, execution, and strategic growth.

Sincerely,

Kraig Higginson
Chief Executive Officer
Aspire Biopharma Holdings, Inc.

About Aspire Biopharma Holdings, Inc.

Aspire Biopharma has developed a patent-pending sublingual delivery technology that can deliver drugs to the body rapidly and precisely. This technology offers the potential to improve effectiveness and reduce side effects by going directly to the bloodstream and avoiding the gastrointestinal tract. Aspire Biopharma's delivery technology can be applied to many different active pharmaceutical ingredients (APIs) and other bioactive substances, spanning both small and large molecule therapeutics, nutraceuticals and supplements.

For more information, please visit www.aspirebiolabs.com

Aspire Biopharma Holdings, Inc.

Contact

PCG Advisory
Kevin McGrath
+1-646-418-7002
[email protected]

Safe Harbor Statement

This press release contains "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended, which are intended to be covered by the "safe harbor" provisions created by those laws. Aspire's forward-looking statements include, but are not limited to, statements regarding our or our management team's expectations, hopes, beliefs, intentions or strategies regarding our future operations. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words "anticipate," "believe," "contemplate," "continue," "estimate," "expect," "intends," "may," "might," "plan," "possible," "potential," "predict," "project," "should," "will," "would," and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements represent our views as of the date of this press release and involve a number of judgments, risks and uncertainties. We anticipate that subsequent events and developments will cause our views to change. We undertake no obligation to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. Accordingly, forward-looking statements should not be relied upon as representing our views as of any subsequent date. As a result of a number of known and unknown risks and uncertainties, our actual results or performance may be materially different from those expressed or implied by these forward-looking statements. Some factors that could cause actual results to differ include general market conditions, whether clinical trials demonstrate the efficacy and safety of our drug candidates to the satisfaction of regulatory authorities, or do not otherwise produce positive results which may cause us to incur additional costs or experience delays in completing, or ultimately be unable to complete the development and commercialization of our drug candidates; the clinical results for our drug candidates, which may not support further development or marketing approval; actions of regulatory agencies, which may affect the initiation, timing and progress of clinical trials and marketing approval; our ability to achieve commercial success for our drug candidates, if approved, our limited operating history and our ability to obtain additional funding for operations and to complete the development and commercialization of our drug candidates, and other risks and uncertainties set forth in "Risk Factors" in our most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q. Additional risks specific to the proposed acquisition of DCS include, without limitation: the risk that the parties may fail to finalize a definitive acquisition agreement or that the proposed transaction may not be consummated on the terms or timeline currently contemplated, or at all; the risk that due diligence, including the audit of DCS's financial statements under U.S. GAAP, may reveal information that adversely affects the terms or viability of the transaction; risks related to DCS's business, including its dependence on key automotive OEM customers, exposure to cyclical conditions in the global automotive industry, potential liabilities associated with DCS's operations and intellectual property, the ability to successfully integrate DCS's operations following closing, and the risk that anticipated synergies and financial benefits from the acquisition may not be realized. In addition, statements that "we believe" and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us as of the date of this press release, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain, and you are cautioned not to rely unduly upon these statements. All information in this press release is as of the date of this press release. The information contained in any website referenced herein is not, and shall not be deemed to be, part of or incorporated into this press release.

SOURCE: Aspire Biopharma Holdings, Inc.

View the original press release on ACCESS Newswire

(T.Martin--TAG)