Summary and Analysis of NorthView’s Financial Report

Overview NorthView is a blank check company formed in 2021 for the purpose of merging with or acquiring another business. The company completed its initial public offering in December 2021 and has identified Profusa, Inc. as a target for its business combination.

Recent Developments

• On November 7, 2022, NorthView entered into a merger agreement with Profusa, a California-based company. The aggregate consideration for the merger is based on a pre-transaction equity value of $155 million for Profusa.
• The merger is subject to customary closing conditions, including a minimum available cash condition of $15 million and approval from shareholders of both companies.
• NorthView has extended its combination period multiple times, most recently to March 22, 2025, with contributions required from shareholders to fund the extensions.
• NorthView has received several notifications from Nasdaq regarding non-compliance with listing requirements, including for failing to hold an annual shareholder meeting and not maintaining a minimum market value of publicly held shares. The company is working to regain compliance.

Results of Operations

• NorthView has not commenced any operations and has not generated any revenue to date. Its activities have been focused on its formation, the IPO, and identifying a target for a business combination.
• For the three months ended March 31, 2024, NorthView reported a net loss of $820,277, primarily due to operating costs, a loss on the change in fair value of warrant liabilities, and income tax provision, offset by interest income.
• For the three months ended March 31, 2023, NorthView reported net income of $440,895, driven by interest income and unrealized gains on securities held in the trust account, offset by operating costs and a loss on the change in fair value of warrant liabilities.

Liquidity and Going Concern

• As of March 31, 2024, NorthView had $5,314 in cash and a working capital deficit of $3,898,430.
• The company has funded its operations to date through the proceeds from its IPO, private placements, and a convertible promissory note from its sponsor.
• NorthView has until March 22, 2025 to complete a business combination. If it is unable to do so, it will be required to liquidate, which raises substantial doubt about the company’s ability to continue as a going concern.

Analysis NorthView’s financial position and performance reflect the challenges it faces as a blank check company seeking to complete a business combination. The company has incurred significant costs in its pursuit of a merger with Profusa, and its liquidity position remains tenuous as it works to extend its combination period and regain compliance with Nasdaq listing requirements.

The proposed merger with Profusa represents a potential path forward, but its successful completion is not guaranteed and is subject to several conditions. NorthView’s ability to continue as a going concern will depend on its success in completing a business combination or securing additional financing before its combination period expires.

Investors should closely monitor NorthView’s progress in resolving its Nasdaq compliance issues and advancing the Profusa merger, as well as any updates regarding the company’s liquidity and ability to fund its operations. The outcome of these efforts will be crucial in determining NorththView’s long-term viability.