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NorthView Acquisition Corporation (NVAC0.00%) has submitted its Form 10-K filing for the fiscal year ended December 31, 2024.
The filing details the company's efforts to complete a business combination with Profusa, Inc., a California corporation, as outlined in the Merger Agreement dated November 7, 2022. The merger would result in Profusa becoming a wholly-owned subsidiary of NorthView, with NorthView changing its name to Profusa, Inc.
The completion of the business combination is subject to customary closing conditions, including stockholder approval and a minimum available cash condition of $15 million. The aggregate consideration for Profusa stockholders is based on a pre-transaction equity value of $155 million.
NorthView has extended the deadline for completing a business combination multiple times, with the most recent extension pushing the deadline to June 22, 2025. The company has also amended its charter to remove the requirement for maintaining net tangible assets of at least $5 million.
The company received a delisting notification from Nasdaq in December 2024 due to not completing a business combination within 36 months of its IPO. As a result, NorthView's securities are now quoted on OTC Pink.
NorthView reported a net loss of $8.7 million for the year ended December 31, 2024, primarily due to operating costs and changes in the fair value of its convertible note and warrant liabilities. The company had $8.3 million in the trust account as of December 31, 2024.
The company has until June 22, 2025, to complete a business combination. If unable to do so, NorthView will cease operations and redeem public shares. The company acknowledges substantial doubt about its ability to continue as a going concern.
NorthView's management continues to seek acquisition opportunities and is focused on completing the proposed business combination with Profusa, Inc.
This content was summarized by generative artificial intelligence using public filings retrieved from SEC.gov. The original data was derived from the NorthView Acquisition Corporation annual 10-K report dated March 31, 2025. To report an error, please email earnings@qz.com.