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Semler Scientific, Inc. (NASDAQ:SMLR) on Friday filed a supplemental report with the Securities and Exchange Commission, providing unaudited pro forma combined consolidated financial information in connection with its pending merger with Strive, Inc.
The company disclosed that the supplemental data covers the nine months ended September 30, 2025, and the year ended December 31, 2024. These financial statements are intended to give investors additional information about the potential combined entity resulting from the all-stock acquisition of Semler Scientific by Strive. The merger agreement between the two companies was announced on September 22, 2025.
The filing reiterates that completion of the transaction remains subject to customary closing conditions. It also outlines several risk factors related to the proposed merger, including the volatility of Bitcoin—referencing Semler Scientific’s Bitcoin treasury strategy—as well as possible delays, legal proceedings, integration challenges, and the effect of share dilution from Strive’s issuance of additional Class A common stock.
Semler Scientific noted that the registration statement for the merger, including the information statement, proxy statement, and prospectus, has been filed with the SEC. The company stated that shareholders of Semler Scientific will receive these documents to vote on the proposed transaction.
This information is based on a press release statement included in the company’s Form 8-K filing with the SEC.
In other recent news, Semler Scientific has released preliminary financial results for the third quarter of 2025, projecting revenues between $6.9 million and $7.5 million. The company also reported operating expenses estimated between $12.8 million and $13.4 million. Additionally, Semler Scientific disclosed an unrealized gain of approximately $30 million from the change in the fair value of its Bitcoin holdings since June 30, 2025, with its Bitcoin holdings valued at $575.8 million as of September 30. In another development, Semler Scientific has filed supplemental disclosures related to its pending merger with Strive, Inc., an all-stock transaction initially announced on September 22, 2025. The merger is subject to customary closing conditions and regulatory approvals. Moreover, Semler Scientific has entered into a $20 million loan agreement with Coinbase Credit, using Bitcoin as collateral under a master loan agreement. The company continues to update its Bitcoin performance metrics, reporting a 0.9% Bitcoin Yield for the third quarter and 30.6% year-to-date. These updates are part of Semler Scientific’s strategy to provide transparency regarding its Bitcoin holdings and related performance indicators.
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