Profusa's Diagnostics Future
Profusa to Merge with Dx Company, Appoints New Leaders for Public Diagnostics Push
Anonymous
Key Points
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Dx Company is described in filings as a privately held, commercial-stage health diagnostics and toxicology testing company, highlighting a relatively developed profile entering the proposed merger.
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Liviu Goldenberg was appointed as an independent director on Profusa's board, bringing more than 30 years of global leadership in technology operations, manufacturing, AI/IIoT platforms, and governance.
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The consideration for Dx Company stockholders includes 19.99% of Profusa’s common stock, with the remainder paid in shares of Profusa non-voting convertible preferred stock, expanding the mix of equity instruments in the deal.
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Leadership appointments include Jack Stover as Executive Chairman and Chief Executive Officer and Ben Hwang as President, with specific timing around July 21, 2026, as the transaction progresses toward closing.
Profusa has signed a non-binding term sheet to merge with a privately held health diagnostics and toxicology testing company, known as the Dx Company, which is projected to bring in roughly $111 million in net revenues for 2025, according to Seeking Alpha. The deal would transform Profusa into a national, public diagnostics provider operating CLIA-certified laboratories across the country.
Alongside the merger announcement, Profusa unveiled a sweeping set of leadership changes. Jack Stover will serve as both Executive Chairman and Chief Executive Officer, effective July 21, 2026, while Ben Hwang steps in as President, according to MarketScreener.
What the Dx Company Deal Actually Looks Like
Under the term sheet, Profusa would issue stock to the Dx Company's shareholders equal to about 19.99% of Profusa's outstanding common shares. The rest of the payment would come in the form of non-voting convertible preferred stock, according to Seeking Alpha. That mix of equity instruments expands the types of shares Profusa has in play.
The Dx Company is described as a commercial-stage business already generating real revenue. Its projected $111 million in 2025 net revenues gives Profusa a ready-made revenue base. CLIA-certified labs are federally approved to run health tests on humans — a key credential for any diagnostics business operating at national scale.
Jack Stover Takes the Wheel Ahead of Closing
Stover's dual role as Executive Chairman and CEO puts him squarely in charge of getting the deal done. His primary job, as described in filings reported by MarketScreener, is closing the transaction and then leading the combined public diagnostics platform once it is up and running.
Ben Hwang, who moves into the President role, was previously a key figure at Profusa as co-founder and longtime leader. The leadership reshuffle signals that Profusa is treating this merger as a full pivot — not a side project — with the July 21, 2026 date set as the formal start of the new structure, according to MarketScreener.
New Board Director Brings AI and Manufacturing Depth
Profusa also added Liviu Goldenberg to its board as an independent director. Goldenberg brings more than 30 years of experience in technology operations, manufacturing, and AI and industrial IoT platforms, according to MarketScreener. Independent directors help provide outside oversight — especially important as the company navigates a complex merger.
What Comes Next Before the Deal Closes
The term sheet is non-binding, meaning neither side is legally locked in yet. A definitive agreement still needs to be signed before any stock is issued or the merger becomes official. Profusa has signaled that more regulatory and governance details will appear in future filings, according to Seeking Alpha.
Taken together, the leadership moves, new board seat, and term sheet signing represent a clear strategic shift. Profusa is building out the structure it needs — governance, management, and a revenue-generating partner — to operate as a diversified, public diagnostics company once the deal closes.
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