Profusa entered into an Option Agreement on Jul 31 2026 to acquire 100% of G3 Vision Labs, which owns Med Screen Laboratories, Dominion Diagnostics and Acutis Diagnostics. Exercising the call option requires at least $30 million of new financing, debt consents or repayment at G3, stockholder approvals and continued Nasdaq listing. As consideration for signing, Sellers received 201,120 Profusa common shares and 52,903.566 shares of Series A Non-Voting Convertible Preferred Stock, with an additional 53,918.113 Series A Preferred shares due if the option is exercised; each preferred share is convertible into 1,000 common shares subject to approval. The option expires 90 days after the Targets deliver specified audited and reviewed financial information.
Agreement details:
- Agreement type: Option Agreement granting a call option to acquire 100% of G3 Vision Labs
- Counterparty: CentralLarkfieldKarin NA; Venkata Boyapalli; a private trust (Sellers)
- Signed / Effective: Jul 31 2026 / Jul 31 2026
- Duration / Termination: Expires 90 days after audited/reviewed financials are provided
- Reason: Pursue acquisition of diagnostics assets and expand platform
Original SEC Filing:
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