Profusa, Inc. entered into a non-binding term sheet to acquire a privately held, commercial-stage health diagnostics and toxicology testing company. The target company has estimated 2025 net revenues of approximately $111 million. The transaction is expected to create a public diagnostics company with national CLIA-certified laboratories. Consideration for the acquisition will include Profusa common stock equal to 19.99% of outstanding shares and the remainder in non-voting convertible preferred stock. Concurrently, Profusa expects to close approximately $7 million in financing via a convertible note with a 7% annual interest rate and a 9% original issue discount. Additionally, the company appointed Jack Stover as Executive Chairman and CEO, Ben Hwang as President, and Liviu Goldenberg as an independent director. Profusa is a digital health company developing tissue-integrated biosensing technologies.