ProPhase Labs explores reverse merger with digital asset company

Published 21/07/2025, 13:24
ProPhase Labs explores reverse merger with digital asset company

UNIONDALE, NY - ProPhase Labs, Inc. (NASDAQ:PRPH), a biotech company with a market capitalization of $15.18 million, announced Monday that its Board of Directors has authorized management to explore a potential reverse merger with a digital asset-focused operating company to complement its existing businesses. According to InvestingPro data, the company currently operates with significant debt and faces challenges with cash burn rates.

The biotech and genomics company also approved a strategic treasury initiative to acquire and hold select digital assets, including Bitcoin, as part of a diversified treasury strategy that management believes could enhance long-term shareholder value. This move comes as the company’s stock has experienced a significant decline, with InvestingPro data showing an 88.29% drop in the past year.

The potential reverse merger would involve combining with a company that maintains a cryptocurrency-focused treasury management and digital asset strategy, according to the company’s press release.

"At a time when digital assets and blockchain-native strategies are gaining broader institutional traction, we believe it is prudent to assess opportunities at the intersection of life sciences and financial innovation," said Ted Karkus, Chief Executive Officer of ProPhase Labs.

Karkus added that the company aims to maintain "the vast majority of the value of the existing assets for the existing shareholders," including its Crown Medical Collections initiative to collect up to $50 million in outstanding COVID accounts receivable, the Nebula Genomics strategic alternatives initiative, and the commercialization of its BE-Smart Esophageal cancer test.

The company has not entered into any binding agreement and there is no assurance that any transaction will occur. Management will conduct due diligence and engage potential counterparties to evaluate whether such a transaction would benefit shareholders.

ProPhase Labs develops, manufactures, and commercializes health and wellness solutions through its subsidiaries in biotech, genomics, and consumer products sectors. Recent financial data from InvestingPro reveals the company’s challenging position with weak gross profit margins of 7.46% and negative EBITDA of $28.6 million. For deeper insights into ProPhase Labs’ financial health and future prospects, investors can access the comprehensive Pro Research Report, available exclusively on InvestingPro, which covers over 1,400 US stocks with expert analysis and actionable intelligence.

In other recent news, ProPhase Labs Inc. reported its first-quarter 2025 earnings, revealing an earnings per share (EPS) of -0.13, which surpassed analysts’ projections of -0.18. Despite this positive EPS surprise, the company’s revenue fell short of expectations, coming in at $1.43 million compared to the anticipated $2.45 million. In another development, ProPhase Labs has been granted a 180-day extension by Nasdaq to comply with the minimum $1.00 bid price requirement, a critical move to maintain its listing on the exchange. Additionally, ProPhase Labs has appointed Carolina Abenante as an independent director, who will serve on the Nominating and Corporate Governance Committee and as Chair of the Compensation Committee. The company has also formed a Clinical Science Advisory Board to support the commercialization of its BE-Smart™ molecular test for esophageal disease. This initiative aims to enhance the accuracy of endoscopies and potentially tap into a substantial market. These recent developments underscore ProPhase Labs’ strategic efforts to navigate financial challenges and capitalize on new growth opportunities.

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