Q2 FY2026
Filed Aug 20, 2026Profusa Announces Q2 2026 Financial Results and Progress on the Option Agreement Conditions to Close with G3 Vision Labs
Profusa reported a larger net loss and a June 30 stockholders’ deficit alongside limited cash, while reporting progress on debt-for-equity exchanges, near-term working-capital funding, and conditions tied to its option to acquire G3.
Key metrics
as reported| Metric | Value | q/q | y/y |
|---|---|---|---|
| Net loss for the three months ended June 30, 2026GAAP | $(8.8) million | – | – |
| Net loss for the six months ended June 30, 2026GAAP | $(12.2) million | – | – |
| Cash on hand at June 30, 2026other | $719,000 | – | – |
| Total assets at June 30, 2026other | $1.0 million | – | – |
| Current liabilities at June 30, 2026other | $28.2 million | – | – |
| Total liabilities at June 30, 2026other | $28.2 million | – | – |
| Total stockholders’ deficit at June 30, 2026other | $(27.1) million | – | – |
| Expected stockholders’ equity as of July 31, 2026other | $28.4 million | – | – |
What drove it
- Progress toward conditions to exercise the option to acquire G3 Vision Labs, Inc. and its subsidiaries.
- The Profusa 4:1 reverse stock split was effective August 18, 2026, and the company stated that the split and the Option Agreement have been supportive of meeting Nasdaq’s minimum listing requirements.
- Profusa’s Certificate of Designation for its Non-Voting Series A Convertible Preferred Stock is now in effect.
- G3 auditors expect to issue audited financial statements for most business entities by the end of August and for the entire business by mid-September.
- Upon option exercise, the combined company is expected to operate as a public diagnostics company with national CLIA-certified laboratories and recurring revenues from providers serving addiction treatment, pain management, and behavioral health.
Concerns
- Net loss for the three months ended June 30, 2026 was $(8.8) million, compared with $(2.3) million for the three months ended June 30, 2025.
- Cash on hand was $719,000 at June 30, 2026.
- Current liabilities and total liabilities were $28.2 million, while total stockholders’ deficit was $(27.1) million at June 30, 2026.
- The G3 acquisition remains subject to satisfaction of conditions and Profusa’s option exercise.
- The company identified risks related to obtaining stockholder approval, dilution from common stock and Preferred Stock issuances, and whether G3 indebtedness can be refinanced, repaid, or otherwise satisfied on acceptable terms or at all.
What to watch
- Completion and issuance of G3’s PCAOB audited 2024 and 2025 financial statements, expected for most entities by the end of August and for the entire business by mid-September.
- Additional debt-and-liability exchanges into Series A Convertible Preferred Stock and their effect on the company’s capital structure.
- Whether the Option Agreement conditions are satisfied and whether Profusa exercises its option to acquire G3.
- Working-capital funding following the $650,000 borrowing under the current note agreement.
- Progress toward meeting Nasdaq minimum listing requirements following the 4:1 reverse stock split and execution of the Option Agreement.
Balance sheet and cash flow
- Cash on hand at June 30, 2026 was $719,000.
- Total assets were $1.0 million.
- Current liabilities and total liabilities were $28.2 million.
- Total stockholders’ deficit was $(27.1) million at June 30, 2026.
- Profusa borrowed $650,000 under its current note agreement to fund near-term working capital needs.
- Debt and liabilities holders have executed $10.7 million of Series A Convertible Exchange Agreements, of which $4,570,298 was exchanged for 4,271.298 shares of Series A Convertible Preferred Stock.
- Stockholders’ equity as of July 31, 2026 is expected to be $28.4 million as a result of executing the Option Agreement.
Analysis
Profusa’s reported Q2 financial results show a net loss of $(8.8) million for the three months ended June 30, 2026, versus $(2.3) million in the prior-year period. The six-month net loss was $(12.2) million, compared with $(5.1) million for the six months ended June 30, 2025. The release did not report revenue, gross margin, operating income, earnings per share, or cash flow, limiting assessment of underlying operating demand and expense mix.
The balance sheet disclosed in the release reflects constrained liquidity and a substantial liability position at quarter-end. Cash on hand was $719,000, total assets were $1.0 million, and current and total liabilities were $28.2 million. Total stockholders’ deficit was $(27.1) million at June 30. Management stated it borrowed $650,000 under its current note agreement to fund near-term working-capital needs.
The principal strategic development is progress toward Profusa’s option to acquire G3 Vision Labs and its subsidiaries. Debt and liabilities holders had executed $10.7 million of Series A Convertible Exchange Agreements, including $4,570,298 exchanged for 4,271.298 shares of Series A Convertible Preferred Stock. The company stated that stockholders’ equity as of July 31, 2026 is expected to be $28.4 million as a result of executing the Option Agreement. Profusa also said its 4:1 reverse stock split, effective August 18, 2026, and execution of the Option Agreement have supported efforts to meet Nasdaq’s minimum listing requirements.
The contemplated G3 transaction is central to the forward operating narrative, but it remains conditional. G3 auditors expect audited 2024 and 2025 financial statements for most business entities by the end of August and for the entire business by mid-September. Investors should focus on completion of those audits, satisfaction of the option conditions, further financing and debt exchanges, and the eventual disclosure of G3’s audited operating and financial results. No quantitative financial outlook was provided.
Management, verbatim
I am very pleased with the timely progress we are making and support we are receiving towards executing the Option to acquire G3.
Jack Stover, Executive Chairman and CEO
Not in the filing
stated, not guessed- Total revenue
- Revenue comparisons and growth rates
- Segment revenue and segment growth
- GAAP and non-GAAP gross margin
- GAAP and non-GAAP operating income
- GAAP and non-GAAP net income beyond reported net loss
- GAAP and non-GAAP EPS
- Operating cash flow
- Free cash flow
- Capital expenditures
- Share repurchases
- Dividends
- Debt balance other than current liabilities and total liabilities
- Quantitative forward revenue guidance
- Quantitative forward gross-margin guidance
- Quantitative forward operating-expense guidance
- Quantitative forward tax-rate guidance
- Previous-quarter outlook for comparison
AlphaAI analysis generated from the company’s SEC earnings filing (Form 8-K Item 2.02, or Form 6-K for a foreign private issuer). Every figure was cross-checked against the filing text; consensus estimates, price targets and share-price reactions are not shown because they are not in the filing. AI-generated research, not investment advice.