Precision Therapeutics Inc. (NASDAQ: AIPT) (“Precision
Therapeutics” or “the Company”), today announced the
completion of its merger with Helomics Holding Corporation
(“Helomics”), which has become the Company’s wholly owned
subsidiary, providing proprietary data driven precision medicine
solutions for women’s oncology by harnessing the knowledge gained
from the patient’s own living tumor using the power of
artificial intelligence (AI) technology. The Merger provides
Precision Therapeutics with full access to Helomics’ suite of
artificial intelligence (AI), precision medicine and integrated CRO
capabilities, which both improve patient care and advance the
development of innovative clinical products and technologies for
the treatment of cancers.
“Helomics’ technology solidifies our approach to
using an AI and data driven approach to provide oncologists with
actionable information to individualize therapy options for
patients based on an understanding of each individual’s tumor type,
as well as enabling pharmaceutical companies to utilize the data
analyzed by Helomics’ technology to guide the development of new
medicines,” said Carl Schwartz, CEO of Precision
Therapeutics. “This AI approach is of particular importance
today because we can continue to build systems that learn from the
huge amount of data we have to intelligently deliver on the promise
of precision medicine. This artificial intelligence approach will
also be applied to drug discovery, potentially creating new, more
effective treatments faster, and more cost efficiently.”
Helomics is a data driven, functional precision
medicine company and integrated clinical contract research
organization whose mission is to improve patient care by partnering
with pharmaceutical, diagnostic, and academic organizations to
bring innovative clinical products and technologies to the
marketplace. In addition to its proprietary precision
medicine solutions for women’s oncology, Helomics offers boutique
CRO services that leverage their patient-derived tumor models,
coupled to a wide range of multi-omics assays (genomics, proteomics
and biochemical), and a proprietary AI-driven bioinformatics
platform (D-CHIP) to provide a tailored solution to its client’s
specific needs. Helomics is headquartered in Pittsburgh,
Pennsylvania where Helomics maintains state-of-the-art,
CLIA-certified, clinical and research laboratories.
The Company believes that in order to address
the complexity of cancer there must be a personalized and precise
approach to targeting therapy toward an individual patient’s
cancer. Every cancer is different, and using Helomics AI driven
D-CHIP platform will permit the Company to utilize the knowledge
from over 150,000 patient tumors from different cancer types
and stages that Helomics has already profiled. Precision
Therapeutics will combine this knowledge with genomic and drug
response profiling of the patient’s own tumor to assist Oncologists
in their efforts to individualize the patient’s treatment and
improve the outcome for that patient based on their unique tumor
profile.
“Our combination with Precision Therapeutics
enables us to access each company’s formidable resources and
established relationships with several leading institutions,
promoting expansion of our best-in-class CRO services, driven by
our D-CHIP bioinformatics platform and utilizing our unique patient
derived (PDx) tumor models,” said Gerald Vardzel Jr., of Helomics,
now President of Helomics and a member of the Board of Directors at
Precision Therapeutics.
Mark Collins, VP of Innovation & Strategy of
Helomics, commented, “Leveraging the strengths of Helomics’
innovative AI capabilities and unique patient derived tumor
profiling platform to deliver a knowledge driven approach to
precision medicine has long been Helomics’ mission and my personal
passion. We believe this merger will place Precision
Therapeutics at the forefront of this rapid evolution of the use of
AI in healthcare and drug discovery, and we look forward to
continuing an innovative data driven and agile approach to drive
better outcomes for patients.”
As a result of the merger, Precision
Therapeutics owns 100% of Helomics. In the Merger, the
Company has issued 4.0 million shares of Common Stock and 3.5
million shares of Series D convertible preferred stock (with each
share convertible into one share of Common Stock starting in one
year) to holders of Helomics capital stock, which is in addition to
the 1.1 million shares of Common Stock previously issued to
Helomics. In a related exchange offer, the Company also issued
approximately 8.6 million additional shares of Common Stock to the
previous holders of Helomics promissory notes, and approximately
14.2 million warrants at an exercise price of $1.00 per share and
0.6 million warrants at an exercise price of $0.01 per share to
previous holders of Helomics Warrants. The former Helomics security
holders now own approximately 44.4% of the issued and outstanding
shares of the Company’s Common Stock, and the former holders of
Helomics warrants hold warrants that would represent 31.7% of the
outstanding shares of the Company’s Common Stock if exercised.
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About Precision Therapeutics
Inc.
Precision Therapeutics (NASDAQ: AIPT) operates
in two business lines, operated through four wholly-owned
subsidiaries. The company’s two business lines include
applying artificial intelligence to personalized medicine and drug
discovery to provide personalized medicine solutions for patients
and clinicians as well as clients in the pharmaceutical,
diagnostic, and biotech industries; and the production and sales of
the FDA-approved automated STREAMWAY® System, a direct-to-drain
medical fluid disposal system. For additional information, please
visit www.precisiontherapeutics.com.
Precision’s recently acquired, wholly owned
subsidiary, Helomics, is a personalized healthcare company
dedicated to improving the standard of care for cancer patients
(especially gynecological) through innovative research and
development partnerships with pharmaceutical, diagnostic,
biotechnology, and academic organizations, leading to better and
more personalized treatments and diagnostic technologies cancer.
Helomics’ CLIA-certified lab provides clinical testing that assists
oncologists in individualizing patient treatment decisions, by
providing an evidence-based roadmap for therapy. In addition
to its proprietary precision oncology platform, Helomics offers
boutique CRO services that leverage its TruTumor™, patient-derived
tumor models coupled to a wide range of multi-omics assays
(genomics, proteomics and biochemical), and a proprietary
bioinformatics platform (D-CHIP) to provide a tailored solution to
our client’s specific needs.
Its second wholly-owned subsidiary,
TumorGenesis, has developed a new rapid approach to growing tumors
in the laboratory, which essentially “fools” the cancer cells into
thinking they are still growing inside the patient.
Finally, the Company’s STREAMWAY System fully
automates the collection, measurement, and disposal of waste fluids
and is designed to: 1) reduce overhead costs to hospitals and
surgical centers; 2) improve compliance with OSHA and other
regulatory agency safety guidelines; 3) improve efficiency in the
operating room, and radiology and endoscopy departments, thereby
leading to greater profitability; and 4) provide greater
environmental stewardship by helping to eliminate the approximately
50 million potentially disease-infected canisters that go into
landfills each year in the U.S. virtually eliminates staff
exposure to blood, irrigation fluid and other potentially
infectious fluids found in the healthcare environment.
Antiquated manual fluid handling methods that require hand carrying
and emptying filled fluid canisters present an exposure risk and
potential liability. For additional information, please visit
www.skylinemedical.com.
Forward-Looking Statements
Certain of the matters discussed in the press
release contain forward-looking statements that involve material
risks to and uncertainties in the Company’s business that may cause
actual results to differ materially from those anticipated by the
statements made herein. Such risks and uncertainties include (i)
risks related to the Merger, including the fact that the combined
company will not be able to continue operating without additional
financing; possible failure to realize anticipated benefits of the
Merger; costs associated with the Merger may be higher than
expected; the Merger may result in disruption of the Company’s and
Helomics’ existing businesses, distraction of management and
diversion of resources; and the market price of the Company’s
common stock may decline as a result of the Merger; (ii) risks
related to our partnerships with other companies, including the
need to negotiate the definitive agreements; possible failure to
realize anticipated benefits of these partnerships; and costs of
providing funding to our partner companies, which may never be
repaid or provide anticipated returns; and (iii) other risks and
uncertainties relating to the Company that include, among other
things, current negative operating cash flows and a need for
additional funding to finance our operating plan; the terms of any
further financing, which may be highly dilutive and may include
onerous terms; unexpected costs and operating deficits, and lower
than expected sales and revenues; sales cycles that can be longer
than expected, resulting in delays in projected sales or failure to
make such sales; uncertain willingness and ability of customers to
adopt new technologies and other factors that may affect further
market acceptance, if our product is not accepted by our potential
customers, it is unlikely that we will ever become profitable;
adverse economic conditions; adverse results of any legal
proceedings; the volatility of our operating results and financial
condition; inability to attract or retain qualified senior
management personnel, including sales and marketing personnel; our
ability to establish and maintain the proprietary nature of our
technology through the patent process, as well as our ability to
possibly license from others patents and patent applications
necessary to develop products; Precision’s ability to implement its
long range business plan for various applications of its
technology; Precision’s ability to enter into agreements with any
necessary marketing and/or distribution partners and with any
strategic or joint venture partners; the impact of competition, the
obtaining and maintenance of any necessary regulatory clearances
applicable to applications of Precision’s technology; and
management of growth and other risks and uncertainties that may be
detailed from time to time in the Company’s reports filed with the
SEC, which are available for review at www.sec.gov. This is
not a solicitation to buy or sell securities and does not purport
to be an analysis of Precision’s financial position. See
Precision’s most recent Annual Report on Form 10-K, and subsequent
reports and other filings at www.sec.gov.
Contacts:Investor RelationsBret Shapiro, Managing PartnerCORE
IR(516) 222-2560 brets@coreir.com
MediaJules Abraham CORE IR (917) 885-7378julesa@coreir.com
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