Profusa, Inc. ("Profusa" or the "Company") (NASDAQ:PFSA), a commercial stage digital health company pioneering the next generation of technology platform enabling the continuous monitoring of an individual's biochemistry, today announced a strategic expansion into molecular diagnostics through a Letter of Intent to acquire the PanOmics™ multi-omics diagnostics platform from BioInsights LLC ("BioInsights").  The Company believes this acquisition, adding to its core real-time biochemistry monitoring platform, will help to position Profusa at the intersection of biosensing, diagnostics, and precision medicine, establishing a foundation for scalable multi-product diagnostics and monitoring franchise.

"This is a pivotal step in the evolution of Profusa," said Dr. Ben Hwang, Profusa Chairman and Chief Executive Officer.  "The combination of the PanOmics platform and our collaboration with Mayo Clinic positions us to build a differentiated, scalable presence in precision diagnostics and surgical monitoring. The entry into pancreatic cancer is instrumental in our establishing a platform capable of supporting multiple indications and long-term growth.  With access to clinical samples, a clear validation pathway, and our previously announced collaboration with the Mayo Clinic, one of the world's leading medical institutions, we believe we are uniquely positioned to accelerate development, drive clinical adoption, and unlock meaningful near-term high-growth commercial value.  Additionally, this transaction will add $30 million of shareholder equity to our balance sheet." 

Transaction Highlights

Under the terms of the Letter of Intent:

  • Profusa would acquire exclusive rights to the PanOmics platform and related know-how
  • Total consideration of approximately $30 million, to be paid in equity securities
  • BioInsights to provide access to a specified number of samples for validation
  • BioInsights to receive a 3% royalty on net revenue
  • Profusa intends to pursue additional financing to support development and scale
  • BioInsights will have the right to nominate one independent Board member for consideration by stockholders to replace an outgoing Board member

The proposed transaction remains subject to completion of due diligence, shareholder approval, and customary closing conditions. For additional information regarding the Letter of Intent, please refer to our Current Report on Form 8-K filed today.

Accelerated Pathway from Platform to Commercialization

As part of the proposed BioInsights transaction, Profusa would gain exclusive access to clinically annotated samples for validation, and established assay design and infrastructure, which it believes would create a defined pathway to rapidly validated lab developed test (LDT) commercialization.  These assets are expected to enable a capital-efficient and accelerated path from development to revenue generation.

The integration of the PanOmics platform with Profusa's biosensing technologies then creates a unique opportunity to develop:

  • Multi-indication diagnostic assays
  • Real-time physiological monitoring solutions
  • Data-driven clinical decision tools