This strategic acquisition positions
Pearsanta for robust growth: expanding opportunities in women’s
health, spanning endometriosis to ovarian cancer, and in men’s
health starting with prostate cancer
Aditxt, Inc. (“Aditxt” or the “Company”) (NASDAQ: ADTX), a
company dedicated to discovering, developing, and deploying
promising health innovations, today announces that the Company and
its subsidiary, Pearsanta, Inc. (“Pearsanta”), has acquired MDNA
Life Sciences Inc.’s (“MDNA”) proprietary, early disease and cancer
detection platform. This strategic move reinforces Pearsanta’s
dedication to enhancing patient outcomes through early disease
detection and the power of precision diagnostics. The portfolio of
assets to be acquired includes the pioneering Mitomic™ technology
that harnesses the unique attributes of Mitochondrial DNA (“mtDNA”)
to detect diseases at their earliest stages with precision and
minimal invasiveness.
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Empowering Precision Medicine: Pearsanta’s Expansion
MDNA’s Mitomic™ technology provides a tool for identifying
biomarkers associated with various diseases that lead to mtDNA
mutations. The platform includes a rich biomarker portfolio
addressing a wide range of high-priority health concerns beyond
oncology, extending into areas of substantial medical need. The
technology has uncovered promising biomarkers and generated an
extensive in-silico database through advanced computer simulations.
Highlights from the asset portfolio include:
- The Mitomic Endometriosis Test (MET™) is in development as a
blood-based assay for diagnosis of endometriosis. This test aims to
provide early diagnostic insights, potentially reducing delays in
diagnosing endometriosis.
- The Mitomic Prostate Test (MPT™) is currently under development
as a blood-based assay for diagnosis of prostate cancer. We believe
that this test holds the potential to provide more specific and
clinically informative data especially in the prostate-specific
antigen (PSA) grey zone. It aims to address the challenges of
over-diagnosis and mitigate risks associated with low-grade
cancers.
- An extensive development pipeline including tests for various
cancers such as ovarian, lung, pancreatic, liver, breast, stomach,
esophageal, and colorectal cancer. The overarching goal is to
enhance clinical outcomes by offering non-invasive or minimally
invasive testing at the early stages of disease progression.
Unlocking Vast Opportunities in Early Cancer
Detection
The global landscape of disease detection and diagnosis is
experiencing a seismic shift underpinned by advancements in
precision medicine and liquid biopsy technologies. As highlighted
by Fortune Business Inside, the liquid biopsy sector is poised for
exponential growth and is expected to surge from $8.01 billion in
2023 to $34.71 billion by 2030. Pearsanta will seek to introduce
these transformative solutions that have the potential to reshape
the terrain of disease diagnosis and monitoring.
The significant prevalence of endometriosis and ovarian cancer,
impacting women globally, underscores the far-reaching implications
and the need for advanced diagnostic techniques. The World Health
Organization (WHO) emphasizes the significant prevalence of
endometriosis, impacting roughly 1 in 10 women of reproductive age
worldwide. This highlights the far-reaching implications of these
medical conditions on global health. Furthermore, in 2023, the
American Cancer Society anticipates around 288,300 new cases of
prostate cancer in the United States alone. On a global scale, 2020
witnessed approximately 1,414,259 new prostate cancer diagnoses. We
believe that these statistics underscore the pressing need for
advanced diagnostic techniques.
The escalating demand for liquid biopsy solutions, spanning both
cancer and non-cancer diagnostics, presents an opportunity for
Pearsanta to meet these clinical requirements. This represents a
chance not only to fill a critical gap in healthcare provision but
also to enhance patient outcomes significantly.
Ernie Lee, CEO of Pearsanta, emphasized the significance of this
transaction for the business, “Integrating these assets into our
portfolio represents a significant milestone for Pearsanta. It
could open a world of possibilities to harness the unique power of
Mitochondrial DNA in disease detection and precision medicine. We
believe that Mitochondrial DNA is an exceptional liquid biopsy
technology, and our entry into this transaction underscores our
dedication to pioneering innovations that can significantly impact
global patient care. Adding this asset portfolio represents a major
stride forward in our potential to empower individuals with the
knowledge and tools they need to take control of their health. Our
focus remains firmly on delivering innovative solutions that
enhance healthcare accessibility and transform the lives of
individuals.”
Chris Mitton, MDNA’s CEO, commented on the transaction, “We
believe that this technology has the potential to redefine the
landscape of disease diagnostics and that Pearsanta’s platform,
supported by its expertise and resources, can enable it to realize
its full potential.”
In a strategic sequence, Aditxt is actively advancing its
mission to discover, develop, and deploy health innovations. The
recent signing of a definitive agreement to acquire Evofem
Biosciences, Inc. underscores Aditxt's commitment to expansion
while fostering its subsidiaries’ growth, as evidenced by this
acquisition through its subsidiary Pearsanta. These transactions
highlight a collaborative ecosystem where stakeholders are integral
in propelling vital health innovations that impact lives globally.
Essentially, these strategic initiatives serve as the foundational
elements of Aditxt’s development, shaping an evolving narrative in
the healthcare innovation landscape.
Amro Albanna, co-founder, chairman, and CEO of Aditxt, added,
“The closing of this transaction to acquire MDNA’s platform is a
deliberate move in our journey to accelerate Pearsanta’s commercial
business. We believe this transaction will expand Pearsanta’s
offering and market opportunities in 2024 and beyond.”
Details of the Transaction
The consideration for this acquisition consists of (i) 50,000
shares of Aditxt common stock, (ii) warrants to purchase 50,000
shares of Aditxt common stock, (iii) 5,000 shares of Pearsanta
preferred stock with a value of $25 million, and (iv) payments of
up to $3.2 million to be made to MDNA under the transition services
agreement to fund certain obligations of MDNA in exchange for
MDNA’s asset portfolio being transferred to Pearsanta.
The description of the transaction contained herein is only a
high-level summary. Additional information about the transaction,
including a copy of the asset purchase agreement, can be found in a
Current Report on Form 8-K filed by Aditxt with the Securities and
Exchange Commission (“SEC”) on December 21, 2023, announcing the
signing of the Asset Purchase Agreement. Additional information
regarding the closing of the transaction will be provided in a
Current Report on Form 8-K to be filed by Aditxt with the SEC
within four business days of the closing of the transaction. Each
of the Form 8-K’s will be available at the SEC’s website at
www.sec.gov.
About Aditxt, Inc.
Aditxt is focused on discovering, developing, and deploying
promising health innovations. Aditxt’s diverse portfolio includes
Adimune™, Inc., developing a new class of therapeutics designed to
retrain the immune system to address organ rejection, autoimmunity,
and allergies; Adivir™, Inc., focused on identifying, developing,
and commercializing new ways to treat infectious diseases; and
Pearsanta™, Inc., offering timely, convenient, and high-quality
personalized lab testing anytime and anywhere, backed by its
CLIA-certified and CAP-accredited monitoring center. For more
information, visit Aditxt.com.
About Pearsanta, Inc.
Founded in January 2023 as an Aditxt subsidiary, Pearsanta. is
revolutionizing lab testing with its focus on convenience, speed,
personalization, and quality. Specializing in biosample collection,
processing, and reporting, Pearsanta utilizes innovative
technologies like point-of-care devices, lab-developed test assays,
and a data-driven analysis engine integrated with telemedicine. The
company is developing a platform for at-home diagnostic testing,
targeting SARs, CoV-2, RSV, influenza, UTIs, and STIs, catering to
employer groups and direct-to-consumer markets.
For more information, see Pearsanta.com.
Forward-Looking Statements
Certain statements in this press release constitute
“forward-looking statements” within the meaning of federal
securities laws. Forward-looking statements include statements
regarding the Company’s intentions, beliefs, projections, outlook,
analyses or current expectations concerning, among other things,
the Company’s ongoing and planned product and business development;
the Company’s ability to finance and execute on its strategic
M&A initiatives; the Company’s ability obtain the necessary
funding and partner to commence clinical trials; the Company’s
intellectual property position; the Company’s ability to develop
commercial functions; expectations regarding product launch and
revenue; the Company’s results of operations, cash needs, spending,
financial condition, liquidity, prospects, growth and strategies;
the Company’s ability to raise additional capital; the industry in
which the Company operates; and the trends that may affect the
industry or the Company. Forward-looking statements are not
guarantees of future performance and actual results may differ
materially from those indicated by these forward-looking statements
as a result of various important factors, as well as market and
other conditions and those risks more fully discussed in the
section titled “Risk Factors” in the Company’s most recent Annual
Report on Form 10-K, as well as discussions of potential risks,
uncertainties, and other important factors in the Company’s other
filings with the Securities and Exchange Commission. All such
statements speak only as of the date made, and the Company
undertakes no obligation to update or revise publicly any
forward-looking statements, whether as a result of new information,
future events or otherwise, except as required by law.
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Media Relations contact mobrien@aditxt.com Mary O’Brien
(516) 753-9933
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