ADDED
effected a reverse stock split of all shares of its issued and outstanding common stock at a ratio of one-for-seventy five (1:75).
The Company accounted for the reverse stock split on a retrospective basis pursuant to Accounting Standards Codification ( ASC ) 260, Earnings Per Share.
All issued and outstanding shares of common stock and share-based awards exercise prices and per share data in this report and the consolidated financial statements have been adjusted, on a retrospective basis, to reflect the reverse stock split for all periods presented.
The number of authorized shares and par value of the common stock were not adjusted because of the reverse stock split.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 100 Item 9A.
BUSINESS Overview We were originally incorporated under the name Northview Acquisition Corp.
as a blank check company incorporated as a Delaware corporation and formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses.
As discussed in this Annual Report, we completed the Business Combination on July 11, 2025 and changed our name to Profusa, Inc.
Profusa is a digital health technology company based in Berkeley, California, that has invested over the last twelve years more than $100 million from sophisticated venture investors as well as the most sophisticated research institutions in the U.S.
(including approximately $30 million from Defense Advance Research Projects Agency, or DARPA, and the National Institutes of Health, or NIH) to develop a unique biosensor platform that is easily injected subcutaneously to provide, for the first time, real-time, individual biochemistry, that is cost effective while functioning for more than six times longer than known best-in-class solutions on the market today.
REMOVED
7262(b)) by the registered public accounting firm that prepared or issued its audit report.
As of March 28, 2025, 5,348,311 shares of Company common stock, par value $0.0001 were issued and outstanding.
Change in and Disagreements with Accountants on Accounting and Financial Disclosures 49 Item 9A.
ii CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS Some statements contained in this Report may constitute forward-looking statements for purposes of the federal securities laws.
Our forward-looking statements include, but are not limited to, statements regarding our or our management team s expectations, hopes, beliefs, intentions or strategies regarding the future.
In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements.
The words anticipate, believe, continue, could, estimate, expect, intends, may, might, plan, possible, potential, predict, project, should, would and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.
The forward-looking statements contained in this Report are based on our current expectations and beliefs concerning future developments and their potential effects on us.
There can be no assurance that future developments affecting us will be those that we have anticipated.
These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements.