Towards a merger with a vision
The full report is attached and can also be found here: https://qlifeholding.com/en/investors/finansiella-rapporter
Financial summary - second quarter 2025
- Revenue in the period amounted to kSEK 104 (39). Revenue from sales of Egoo.Health devices and capsules for the device.
- EBITDA for the period amounted to kSEK -4,899 (-8,002), and net loss kSEK -5,174 (-12,979).
- The total cash flow in the second quarter amounted to kSEK -2,056 (-4,288).
- Earnings per share before/after dilution for the quarter amounted to SEK -0.62 (-0.01), calculated on weighted average number of shares in the period.
Significant events - second quarter of 2025
- On 10. April Qlife announces a strategic roadmap update. The company is positioned at the forefront of the fast-growing at-home diagnostics market, offering lab-grade biomarker testing with global potential. The roadmap outlines key growth areas with a strong focus on commercialization, regulatory milestones, and strategic partnerships.
- On 5. June Qlife enters into a letter of intent with Hipro Biotechnology Co., Ltd. to join forces through a reverse takeover.
Significant events after the end of the second quarter of 2025
- On 9. July Qlife resolves to carry out a directed set-off issue of approximately SEK 2.47 million in accordance with previously announced credit facility agreement.
- On 21. August Qlife announces that it has finalized its clinical study with the Egoo PHE self-test for children and young people under 18 years of age with good results. The Egoo PHE self-test is entering its final phase ahead of submission to a Notified Body for self-testing approval in the UK and under the IVDR for EU markets.
- On 21. August informs that it has increased the size and extended the maturity of the credit facility originally announced on 29 January 2025. The credit facility is increased with SEK 4.5 million, from SEK 5.6 million to SEK 10.1 million.
- On 27. August Qlife updates on the RTO process that both parties remain fully committed to completing the transaction announced in the Letter of Intent signed on 5. June 2025. Hipro is working on the next steps involving certain formal processes in China required by Chinese law to sign a Share Purchase Agreement.
Letter from the CEO - Towards a merger with a vision
The company intention
The big news this quarter is our intention to merge with our Chinese partner, Hipro Biotechnology - a progressive and exciting step forward for both companies.
We have signed a letter-of-intent based on terms that we believe are favorable for the company's shareholders. The merger is structured as a reverse takeover. The purchase price for Hipro is based on a share value of USD 75 million and USD 15 million value for Qlife, implying a value of the merged company of USD 90 million after the transaction.
The merger focus
Hipro and Qlife believe that together we are stronger and better positioned to deliver on our shared vision: bringing lab-quality biomarker testing into patients' homes and into the hands of everyday people for regular use.
It's encouraging to see that major players in the market are also moving in this direction. Leading pharmaceutical companies have recently announced strategies to sell their drugs directly to consumers, bypassing the traditional system of middlemen and pharmacies.
I believe direct-to-patient healthcare will become the new normal - and it won't stop at drugs. The biggest wave of change may very well come in diagnostics, and we intend to be at the forefront of that shift.
If Pharma is cutting out the middle layer, what happens when diagnostics - the driver of 70% of clinical decisions - follows along?
I see a massive opportunity here for diagnostic innovators:
• At-home testing as the first mile of care
• Self-test data integrated into treatment, not downstream from it
• Companion diagnostics shipped directly to patients
If big pharma goes down that path, it will fundamentally change how diagnostics are accessed, paid for, and valued.
The real shift is that diagnostic companies should not only focus on what happens after treatment, but instead take ownership of the front-end experience, the data layer, and the direct relationship with the patient. In doing so, diagnostics and blood biomarker testing can become the true owner of the patient journey.
Our vision about a merger with Hipro Biotechnology is exactly about this. It's about focusing on the patient's needs, delivering and integrating lab-quality data into the broader healthcare infrastructure, and continually strengthening our relationship with the patient.
The projected merger process, risks and costs
Our priority now is to finalize the merger process, and we are committed to moving that forward as quickly as possible. There are uncertainties regarding the timing and many tasks and risks that need to be handled in such a process. Both companies remain fully committed to completing these tasks and the transaction ASAP. Hipro is currently working on the approvals in China required by Chinese law needed prior to signing the Share Purchase Agreement (SPA). The expectation is that the SPA is signed before year-end.
In order to make sure that we can carry the costs related to the merger process we have extended our convertible credit facility with SEK 4.5 million, from SEK 5.6 million to SEK 10.1 million. This should safeguard that we have enough liquidity during the process to get it done.
PHE sales and clinical trial
Alongside the merger process, we remain focused on our core business and our pivotal product - the PHE immuno-diagnostics assay for home self-testing within the PKU community. We continue our RUO sales of the platform and are constantly learning from our customer interactions.
The clinical study in the UK has concluded with excellent results, which will be presented at the ESPKU's annual meeting in September, followed by publication in a scientific journal. We are incredibly thankful to the healthcare professionals who have dedicated so much time and effort to making this study the cornerstone of our upcoming approval process and product launch.
Company roadmap
Although the merger is not yet finalized, we have already begun to prepare our roadmap for the future. This autumn, we are launching pilot projects in collaboration with hospitals and pharmacies in Denmark to test our expanded range of product solutions mentioned elsewhere in this report. At Denmark's largest hospital, the clinical biochemistry department is currently conducting a performance evaluation for one of our solutions - a standard procedure before initiating a pilot project involving biomarker testing from a group of patients in their homes.
We are also in discussions with a major wholesale distributor serving the pharmacy sector in Denmark to start a pilot project for another product solution. This initiative focuses on pharmacy-based applications, allowing walk-in customers to have a blood test and enabling the resulting data to be integrated directly into public healthcare systems.
We look forward to reporting more on these projects over the coming quarters as they move toward full roll-out.
Partnering, sales and marketing
Earlier this year, we signed an LOI with a top-20 pharmaceutical company - an agreement that remains in effect as we work together to evaluate a potential collaboration, subject to the delivery of certain performance data. In parallel, we are in discussions with other potential global partners, and it is clear to us that our direct-to-patient product solutions are gaining increasing attention from major industry players.
The coming years
Qlife and Hipro share the ambition to build a diagnostics powerhouse with global reach, uniquely positioned to ride the new wave of direct-to-patient healthcare. Qlife brings lab-quality consumer technology, while Hipro is already a key player in the world's second-largest and fastest-growing diagnostics market. Together, we believe we are well placed to take a leadership role in this rapidly expanding field.
Göteborg, 27 August 2025
Thomas Warthoe, CEO
This disclosure contains information that Qlife Holding AB is obliged to make public pursuant to the EU Market Abuse Regulation (EU nr 596/2014). The information was submitted for publication, through the agency of the contact person, on 27-08-2025 08:30 CET
For more information please contact:
Thomas Warthoe, CEO
tw@egoo.health
+45 21 63 35 34
Qlife is a Swedish company based in Göteborg, which develops and markets an innovative medical technology platform, Egoo.Health ("Egoo"), with the goal of giving people access to clinical biomarker data when testing at home. The company is listed on the Nasdaq First North Growth Market (ticker: QLIFE). G&W Fondkommission is the Company's Certified Adviser. For additional information, please visit www.qlifeholding.com.
