Freenome And Perceptive Capital Merging In $330 Million SPAC Deal Backed By $240 Million PIPE

By Amit Chowdhry • Yesterday at 5:08 PM

Freenome Holdings and Perceptive Capital Solutions have agreed to merge in a transaction that will take the cancer-detection company public and provide approximately $330 million in fresh capital, assuming no redemptions. The deal includes a $240 million private investment in public equity led by Perceptive Advisors and RA Capital, alongside participation from several leading healthcare investors. Upon the closing of the transaction, PCSC will redomicile as a Delaware corporation and be renamed Freenome, Inc., with its shares expected to trade on Nasdaq under the ticker symbol FRNM.

The newly combined company will receive proceeds from both the PIPE financing and approximately ninety million dollars currently held in PCSC’s trust account, again assuming no redemptions. Freenome shareholders will roll all of their equity into the new entity without receiving cash consideration. Based on these assumptions, the combined company is expected to have a post-transaction equity value of approximately $1.1 billion at closing.

The transaction is designed to accelerate Freenome’s commercialization strategy and advance its multiomics and AI/ML-enabled platform, which aims to detect the earliest biological signs of disease through blood-based screening. Freenome intends to use the proceeds to expand its commercial and data infrastructure ahead of a planned 2026 launch of multiple cancer detection tests, including colorectal and lung indications.

The company also plans to develop further its personalized multi-cancer detection pipeline, which focuses on offering tailored test options based on an individual’s health profile and risk factors.

Freenome will continue building on its recently announced partnerships with Exact Sciences and Roche. These collaborations are intended to help the company scale multimodal data generation and support ongoing test refinements and pipeline expansion.

Boards of directors for both Freenome and PCSC have approved the business combination, which is expected to close during the first half of 2026, subject to shareholder approvals and the satisfaction of customary closing conditions. A detailed summary of the agreement will be included in a forthcoming Form 8-K to be filed by PCSC with the Securities and Exchange Commission.

Support: Jefferies and Leerink Partners served as joint lead placement agents for the PIPE. Jefferies also acted as lead financial advisor and lead capital markets advisor to PCSC, while Leerink Partners served as joint capital markets advisor. TD Cowen acted as lead financial advisor to Freenome, with Guggenheim Securities serving as capital markets advisor and BTIG serving as financial advisor. Legal counsel was provided by Goodwin Procter for Freenome, Cooley for PCSC, Ogier for PCSC’s Cayman matters, White and Case for the placement agents, and Greenberg Traurig for TD Cowen, Guggenheim Securities, and BTIG.

KEY QUOTES

“Freenome is entering the public markets at an inflection point for our company and for blood-based cancer screening. Our technology has been clinically validated through our pivotal PREEMPT CRC study and recent JAMA manuscript. We have secured the commercialization partnerships needed to support the expected launch of multiple tests in 2026. Perceptive Advisors and our other PIPE investors bring deep healthcare expertise and conviction in our approach to make multi-cancer detection personalized, accessible and part of routine care.”

Aaron Elliott, Ph.D., CEO of Freenome

“We founded PCSC to partner with transformational life sciences companies, and Freenome represents exactly the type of business we set out to support. Freenome has built a leading platform, assembled top-tier strategic partners, and demonstrated a clear path toward making blood-based cancer screening broadly accessible. We are thrilled to partner with the Freenome team and to support the company through its next stage of growth.”

Adam Stone, Chief Investment Officer of Perceptive Advisors and CEO of PCSC