Longevity Health to acquire THPlasma in all-stock merger

PITTSBURGH - Longevity Health Holdings, Inc. (NASDAQ:XAGE) announced Monday it has entered into a definitive merger agreement with True Health Inc., operator of THPlasma, in an all-stock transaction valuing THPlasma at $59 million plus a $20 million earnout tied to financial performance. The deal comes as Longevity’s stock shows recent momentum with a 14% gain over the past week, though InvestingPro data reveals the company’s market capitalization stands at just $3.98 million following a challenging year.

The plasma collection company operates five centers across New Jersey and Pennsylvania, with plans for expansion. According to the merger announcement, THPlasma achieved cash profitability in fiscal year 2024 and projects $10 million in revenue for fiscal year 2025, growing to $32 million in fiscal year 2026. This growth potential comes as Longevity’s current financial metrics show room for improvement, with InvestingPro reporting last twelve months revenue of $0.56 million and negative EBITDA of $5.04 million. Want deeper insights? InvestingPro offers 8 additional key tips about XAGE’s financial health and market position.

Following the transaction’s completion, expected in the fourth quarter of 2025, the combined company will continue trading on Nasdaq under the XAGE symbol. Rajiv Shukla, current Chairman and CEO of Longevity, will serve as Executive Chairman, while George Chi, Founder and CEO of THPlasma, will become Co-Chairman and CEO.

"We are excited to announce a significant inflection point in our shareholder value creation journey," said Shukla in the press release statement. "Our merger with a rapidly growing, cash-profitable business valued at an attractive multiple will benefit our shareholders."

The transaction values Longevity stock at $3.00 per share, representing a 12% premium to the July 11 closing price. THPlasma is valued at 2.5 times its projected fiscal year 2026 revenue including the earnout.

THPlasma has guaranteed sales offtake agreements worth $100 million in annual sales, according to the announcement. The company aims to address the shortfall in plasma and plasma-derived therapeutics in the United States.

Longevity also announced the mutual termination of its previously planned 20/20 BioLabs transaction.

The merger has received unanimous approval from both companies’ boards of directors and remains subject to stockholder approvals and other customary closing conditions. Based on InvestingPro’s Fair Value analysis, Longevity’s stock currently appears slightly overvalued, though the merger could potentially create new value opportunities for investors.

In other recent news, Longevity Health Holdings, Inc. announced the sale of 479,621 shares of common stock, raising approximately $1.96 million. This transaction, conducted through an at-the-market equity offering at an average price of $4.08 per share, is expected to extend the company’s cash runway into the first quarter of fiscal year 2026. The company is also advancing toward a proposed merger with 20/20 BioLabs, which specializes in early detection tests for chronic diseases. This merger is anticipated to enhance XAGE’s product line and potentially meet Nasdaq’s initial listing requirements. Rajiv Shukla, Chairman and CEO of XAGE, noted that the successful offering reflects investor confidence in their growth strategy. 20/20 BioLabs plans to introduce a new blood test for chronic inflammation monitoring this quarter. However, there are risks and uncertainties associated with the merger, including the possibility that it may not be completed as planned. Investors are advised to read the relevant documents filed with the SEC for more information about the transaction.

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