PFSA Stock Falls 19% Amid Diagnostics Acquisition News
(RTTNews) - Profusa, Inc. (PFSA), a digital health company focusing on biosensing technologies, announced that it has signed a non-binding term sheet to acquire of a privately held commercial-stage diagnostics and toxicology testing company.
The move is expected to transform Profusa into a public diagnostics company with national CLIA-certified laboratories and recurring revenues from providers in addiction treatment, pain management, and behavioral health.
The diagnostics company reported estimated 2025 net revenues of approximately $111 million based on unaudited management information. Under the contemplated transaction, Profusa will issue to the target's stockholders common shares equal to 19.99% of its outstanding shares, with the remainder in non-voting convertible preferred stock, subject to shareholder approval. Profusa also expects to exchange its outstanding convertible notes and obligations for preferred stock.
Concurrently, Profusa anticipates closing on approximately $7 million in financing through a convertible note, subordinated to existing bank debt. The notes carry a 12-month term, a 9% original issue discount, and a 7% interest rate, rising to 18% in the event of default.
Alongisde the acquisition plans, Profusa announced several management changes aimed at positioning the company for its next phase of growth. Mr. Jack Stover has been appointed as Executive Chairman and Chief Executive Officer, while Ben Hwang, Ph.D. has transitioned to the role of President.
In addition, Liviu Goldenberg has joined the board as an independent director, bringing over 30 years of leadership experience in technology-enabled manufacturing, AI / IIoT platforms, sustainability, capital deployment, and governance. Profusa emphasized that the transaction remains subject to due diligence, negotiation of definitive agreements, and customary closing conditions.
The company implemented a 1-for-25 reverse stock split on July 7, 2026.
PFSA closed Friday's trading at $1.71, down 2.84%. In pre-market trading the stock is at $1.37, down 19.30%.
