Profusa shares dropped 19% in pre-market trading after the digital health company announced a non-binding term sheet to acquire a privately held commercial-stage diagnostics and toxicology testing company. The target company reported estimated 2025 net revenues of approximately $111 million based on unaudited management information. Under the contemplated transaction, Profusa will issue common shares equal to 19.99% of its outstanding shares to the target's stockholders, with the remainder in non-voting convertible preferred stock, subject to shareholder approval. Profusa also expects to close on approximately $7 million in financing through a convertible note with a 12-month term, a 9% original issue discount, and a 7% interest rate that rises to 18% upon default. The company implemented a 1-for-25 reverse stock split on July 7, 2026, and announced management changes including the appointment of Jack Stover as Executive Chairman and CEO.
Profusa, Inc. Common StockAcquisition financed by dilutive stock issuance and convertible debt with high interest rate, causing 19% share drop.