Inscobee Inc. and Apimeds, Inc. Reaffirms Appointment of New Board of Directors for Apimeds Pharmaceuticals US, Inc.
Rhea-AI Summary
Apimeds Pharmaceuticals US (NYSE:APUS) stockholders led by Inscobee and Apimeds Korea delivered a written consent on March 20, 2026 removing four directors and appointing three new directors, reducing the board to three and naming Youngjik Cho as CEO effective immediately.
The majority holders claim the Written Consent is valid; MindWave issued a separate release disputing that validity and threatening litigation. The majority cites concerns about MindWave's alleged 1000 bitcoin ownership in the prior Merger.
Positive
- Majority holders control 66 2/3% voting power
- Board reduced to 3 directors
- Appointed Youngjik Cho as CEO effective immediately
Negative
- Former CEO and CFO removed from their roles
- MindWave issued a public dispute and threatened litigation
- Unresolved question regarding ownership of 1000 bitcoin tied to the Merger
News Market Reaction – APUS
In the Mar 25 session, APUS gained 2.34%, reflecting a moderate positive market reaction. Argus tracked a peak move of +5.1% during that session. Argus tracked a trough of -10.6% from its starting point during tracking. Our momentum scanner triggered 6 alerts that day, indicating moderate trading interest and price volatility. Trading volume was above average at 1.6x the daily average, suggesting increased trading activity.
Data tracked by StockTitan Argus on the day of publication.
AI-generated analysis. How Rhea-AI works. Not financial advice.
Rejects Allegations of MindWave Innovations, Inc.
SEOUL, South Korea, March 25, 2026 (GLOBE NEWSWIRE) -- Inscobee Inc. (“Inscobee”) and Apimeds, Inc., (“Apimeds Korea”) today announced that on March 20, 2026, Inscobee and Apimeds Korea, together with other stockholders of Apimeds Pharmaceuticals US, Inc. (the “Company”) (NYSE American: APUS) who beneficially own at least 66 2/
On March 24, 2026, MindWave Innovations Inc. (“MindWave”) and wholly owned subsidiary of the Company, issued a press release (the “MindWave Press Release”) on behalf of the Company, without the prior authorization or knowledge of the newly appointed Board or the officers of the Company, among other things, challenging the actions taken by Apimeds Korea and Inscobee in the Written Consent and alleging that such actions constitute a breach of Inscobee and Apimeds Korea’s obligations pursuant to that certain Support and Lock-Up Agreement, dated as of December 1, 2026 (the “Support Agreement’) and threatening potential litigation against Inscobee, Apimeds Korea and the Company to challenge the validity of the Written Consent.
Inscobee, Apimeds Korea and the Company strongly disagree with the allegations in the MindWave Press Release and believe that the Written Consent does not violate the Support Agreement and remains validly delivered and the actions taken therein effective as of the date of delivery to the Company.
As set forth in their previously filed Schedule 13D, Apimeds Korea and Inscobee previously engaged in discussions with representatives of the Company, including the Company's former executive officers and board of directors, and the management of MindWave regarding the previously reported merger pursuant to which MindWave became a wholly owned subsidiary of the Company (the “Merger”). Despite repeated requests, Apimeds Korea and Inscobee were unable to obtain satisfactory information regarding the validity of MindWave's ownership of certain digital assets, namely 1000 bitcoin, which were crucial consideration in connection with the Merger.
Inscobee and Apimeds Korea maintain that the actions authorized by the Written Consent are squarely outside the scope of any irrevocable proxy granted pursuant to the Support Agreement, which, at most, was limited to: (a) voting in support of certain stockholder proposals required in connection with the Merger; and (b) voting against any transactions which would be contradictory to the Merger. Neither Inscobee nor Apimeds has taken any action in contravention of the proxy. In addition, separate and apart from the Support Agreement, Section 141(k) of the Delaware General Corporate Law (“DGCL”) provides that directors of a company may be removed, with or without cause, by a majority of holders of the outstanding voting power of the company Neither Apimeds Korea nor Inscobee waived any right of action under Section 141(k) of the DGCL.
Inscobee, Apimeds Korea and the Company reserve all rights with respect to the contents of the MindWave Press Release, reserve the right to challenge the validity of the Support Agreement, and intend to vigorously defend the validity of the Written Consent should the former officers and directors of the Company pursue litigation.
Contacts
MEDIA CONTACTS
Email: apimeds@inscobee.com
