Aditxt Subsidiary Pearsanta Engages Dominari Securities for its Initial Public Offering, to Drive U.S. and Global Commercial Launch of Early Cancer Detection and Diagnosis Targeted for H2 2025

Aditxt, Inc. (NASDAQ: ADTX) (“Aditxt” or the “Company”), a social innovation platform dedicated to accelerating promising health innovations, today announced that its subsidiary, Pearsanta, Inc. (“Pearsanta”), has engaged Dominari Securities LLC as lead underwriter for Pearsanta’s planned initial public offering (IPO). The proposed IPO, advised by Dominari Securities, is intended to support Pearsanta’s U.S. and international commercial launch efforts and further advance its Mitomic® Technology platform for early cancer detection and diagnosis.

Pearsanta is developing a non-invasive blood-based test designed to detect cancer at earlier stages when treatment outcomes are more favorable. The Company’s proprietary Mitomic® Technology leverages mitochondrial DNA deletions as biomarkers for disease detection, providing a unique approach to identifying malignancies. We believe that Pearsanta’s biomarker portfolio covers many high-clinical need cancers, with potential applications outside oncology.

As Pearsanta prepares for its planned IPO targeted for the second half of 2025, the Company is focused on advancing its commercialization strategy. IPO proceeds are intended to be used to fund the U.S. launch of its Laboratory Developed Tests (LDTs) for early cancer detection and drive global commercialization through distribution partnerships and key international regulatory approvals.

"This marks a transformative milestone for Pearsanta as we seek to revolutionize early cancer detection," said Chris Mitton, President of Pearsanta. "With more than 50% of cancers still diagnosed at late stages—drastically reducing survival rates—we believe that there is a critical need for earlier and more accurate diagnostics. By securing a strong banking team and working alongside experienced advisors, we are seeking to position Pearsanta to accelerate the commercialization of its technologies. Our mission is to expand access to innovative, non-invasive diagnostics that have the potential to improve outcomes for millions of patients worldwide."

“Cancer is one of the most pressing health challenges, and early detection is key to the fight against cancer,” said Amro Albanna, Co-Founder, Chairman and CEO of Aditxt. “Pearsanta’s planned IPO reflects Aditxt’s business model of identifying, developing and launching promising innovative solutions that drive medical advancements, improve healthcare accessibility and address critical unmet needs. We believe that this milestone is a critical step in Pearsanta’s path to commercialization, expanding its potential beyond oncology to a broader range of diseases where early intervention can have a meaningful impact.”

Clinical Validation and Funding Initiatives

Pearsanta continues to advance clinical validation and funding opportunities to expand its diagnostic pipeline. The Company is progressing key research programs, including a randomized controlled study evaluating the Mitomic Prostate Test (MPT). In August 2024, Pearsanta submitted a $2.3M proposal (PC240675) to the Department of Defense’s Congressionally Directed Medical Research Program (CDMRP) to assess MPT’s role in reducing unnecessary biopsies and improving the detection of clinically significant prostate cancer. The proposal is currently under review, with a decision anticipated in the first half of 2025.

Additionally, Pearsanta submitted a $1.1M proposal (OC240463) to the CDMRP for a clinical study validating the Mitomic Ovarian Test (MOT). This study aimed to demonstrate MOT’s potential as a novel blood test for ovarian cancer based on mitochondrial DNA deletions. While the proposal was not funded due to the early stage of the program, Pearsanta remains committed to securing additional funding and advancing clinical validation efforts to bring innovative diagnostic solutions to market.

About Pearsanta

Pearsanta is at the forefront of precision health, focusing on early cancer detection through advanced diagnostic technologies. Its proprietary Mitomic Technology Platform leverages the unique properties of mitochondrial DNA to detect cancer and other diseases with high accuracy via non-invasive, blood-based liquid biopsy tests. Pearsanta's asset portfolio also includes a range of other innovative diagnostic technologies, all aimed at transforming early disease detection and monitoring, enabling more informed treatment decisions and ultimately improving patient outcomes.

About Dominari Securities LLC

Dominari Securities LLC, a principal subsidiary of Dominari Holdings Inc., is a dynamic, forward-thinking financial services company that seeks to create wealth for all stakeholders by capitalizing on emerging trends in the financial services sector and identifying early-stage future opportunities that are expected to generate a high rate of return for investors.

About Aditxt

Aditxt, Inc.® is a social innovation platform dedicated to accelerating promising health innovations. Aditxt’s ecosystem of research institutions, industry partners and shareholders collaboratively drives their mission to "Make Promising Innovations Possible Together." The innovation platform is the cornerstone of Aditxt’s strategy, where multiple disciplines drive disruptive growth and address significant societal challenges. Aditxt operates a unique model that democratizes innovation, ensures every stakeholder’s voice is heard and valued, and empowers collective progress.

Aditxt currently operates two programs focused on immune health and precision health. The Company plans to introduce two additional programs dedicated to public health and women’s health. For these, Aditxt has entered into an Arrangement Agreement with Appili Therapeutics, Inc. ("Appili") (TSX: APLI; OTCPink: APLIF), which focuses on infectious diseases, and a Merger Agreement with Evofem Biosciences, Inc. ("Evofem") (OTCQB: EVFM). Each program will be designed to function autonomously while collectively advancing Aditxt’s mission of discovering, developing and deploying innovative health solutions to tackle some of the most urgent health challenges. The closing of each of the transactions with Appili and Evofem is subject to several conditions, including but not limited to approval of the transactions by the respective target shareholders and Aditxt raising sufficient capital to fund its obligations at closing. These obligations include cash payments of approximately $17 million for Appili and $17 million for Evofem, which includes approximately $15.2 million required to satisfy Evofem's senior secured noteholder; should Aditxt fail to secure these funds, Evofem's senior secured noteholder is expected to seek to prevent the closing of the merger with Evofem. On December 23, 2024, Evofem announced the cancellation of its special stockholders meeting and the withdrawal of the merger proposal with Aditxt from consideration by the stockholders. No assurance can be provided that all of the conditions to closing will be obtained or satisfied or that either of the transactions will ultimately close.

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 its strategic M&A initiatives; the Company’s ability to 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; expected usage of the Company’s ELOC and ATM facilities; 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 Aditxt’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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