Avoid this stock due to imminent delisting risk and catastrophic dilution. Monitor Nasdaq hearing decision (expected within weeks) — if delisting is confirmed, equity likely becomes worthless. The ELOC floor price ($0.111) provides limited downside protection but the company has no revenue and is burning cash rapidly.
Executive Summary
Profusa files S-1/A to register up to 179.3M shares for resale by Ascent Partners and Sponsor, including shares from a $100M ELOC and convertible notes. The company reported zero 2025 revenue, a net loss of $35.8M, and has substantial doubt about its ability to continue as a going concern. Nasdaq delisting is imminent pending appeal, making this a highly dilutive distressed capital raise.
Key Financial Metrics
Key Facts
- Zero revenue in 2025 vs $100K in 2024; net loss of $35.8M
- Accumulated deficit of $160.8M as of Dec 31, 2025
- Going concern qualification with only $1.8M cash
- Nasdaq delisting proceedings — hearing held Apr 21, 2026, decision pending
- Registering up to 179.3M shares for resale; 150.6M under ELOC at up to $100M capacity
- Stock at $0.59 (Apr 30, 2026); floor price of $0.111 limits ELOC access
Financial Impact
Massive dilution — 179.3M newly registered shares vs 4.4M outstanding; potential delisting; $35.8M annual cash burn
Risk Factors
- Nasdaq delisting — hearing decision pending, could be delisted within weeks
- Substantial going concern doubt — $1.8M cash vs $22.3M current liabilities
- Extreme dilution — 179M+ additional shares could overwhelm existing holders
- No approved products in the U.S.; commercialization timeline uncertain
- Material weaknesses in internal controls and complex debt/equity instruments
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 6 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| S-1/A Filing (Primary) | 0001213900-26-050904 |
| Document: ea028858301ex23-1.htm | 0001213900-26-050904 |
| Document: ea028858301ex23-2.htm | 0001213900-26-050904 |
| Document: 0001213900-26-050904-index-headers.html | 0001213900-26-050904 |
| Document: 0001213900-26-050904-index.html | 0001213900-26-050904 |
| Document: 0001213900-26-050904.txt | 0001213900-26-050904 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Jun 8, 2026 20w ago | 8-K | — | awaiting T+20 | — | — |
May 26, 2026 21w ago | 8-K | — | awaiting T+20 | — | — |
May 15, 2026 23w ago | 8-K | — | awaiting T+20 | — | — |
May 8, 2026 24w ago | 8-K | — | awaiting T+20 | — | — |
May 1, 2026 25w ago | S-1/A | — | awaiting T+20 | — | — |
Apr 29, 2026 25w ago | 8-K | — | awaiting T+20 | — | — |
Apr 28, 2026 25w ago | S-1 | — | awaiting T+20 | — | — |
Apr 27, 2026 26w ago | 8-K | — | awaiting T+20 | — | — |
Apr 24, 2026 26w ago | 8-K | — | awaiting T+20 | — | — |
Apr 6, 2026 29w ago | 8-K | — | awaiting T+20 | — | — |
US Market Status
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