Successful votes from both parties’ stockholders mark a critical step toward deal closing with the pioneering artificial intelligence-enabled neurological technology company.
FAIRFAX, Va., March 18, 2024 (GLOBE NEWSWIRE) — WaveDancer, Inc. (“WaveDancer”) (Nasdaq: WAVD) and Firefly Neuroscience, Inc. (“Firefly”) an AI-driven brain health company, each received the requisite stockholder approvals required to consummate the merger between both companies. The WaveDancer stockholder approval was obtained at a special meeting of its stockholders held on March 14, 2024. The Firefly approval was obtained through a written consent by the holders of a majority of the outstanding voting shares of Firefly.
Approval of the proposals by the WaveDancer stockholders will enable WaveDancer to proceed with its merger with Firefly, a medical technology and AI company developing and pioneering innovative neuroscientific solutions to improve outcomes for patients with mental illnesses and neurological disorders. Firefly has developed its FDA 510(k)-cleared Brain Network Analytics software platform (the “BNA Platform”) and is focused on advancing diagnostic and treatment approaches for people suffering from mental illnesses and cognitive disorders, including depression, dementia, anxiety disorders, concussions, and attention-deficit/hyperactivity disorder (ADHD). “The WaveDancer favorable shareholder vote is an important step in consummating the merger and reinventing WaveDancer as an AI-enabled neurological health platform,” said Jamie Benoit, Chairman and CEO of WaveDancer. “We thank our shareholders for participating in the vote.”
Given stockholder support, WaveDancerwill continue forward with its merger efforts and expects the deal to close in Q2 2024, subject to satisfying the closing conditions which include meeting the requirements for the combined company to be listed on Nasdaq. The combined company will focus on continuing to develop and commercialize Firefly’s BNA platform, which was previously approved by the U.S. Food and Drug Administration. Upon closing, the combined company is expected to operate under the name Firefly Neuroscience, Inc., and trade on the Nasdaq Capital Market.
Additional Information About the WaveDancer/Firefly Merger and Where to Find It
As previously announced, on November 15, 2023, WaveDancer, FFN Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of WaveDancer (“Merger Sub”), and Firefly, entered into an Agreement and Plan of Merger (as amended by that certain Amendment No. 1, dated as of January 12, 2024, and as may be further amended from time to time, the “Merger Agreement”), which provides for, among other things, the merger of Merger Sub with and into Firefly, with Firefly continuing as the surviving corporation and a wholly-owned subsidiary of WaveDancer (following the consummation of the merger and the name change described below, the “combined company”), on the terms and conditions set forth in the Merger Agreement. WaveDancer has filed with the SEC a Registration Statement, which includes a proxy statement/prospectus of WaveDancer that sets forth relevant information pertaining to the merger.
The registration statement is available without charge through the SEC’s website at www.sec.gov or at www.wavedancer.com.
The combined company’s common stock is anticipated to be listed on NASDAQ under the ticker symbol “AIFF.”
About Firefly
Firefly is a medical technology and AI company developing and pioneering innovative neuroscientific solutions to improve outcomes for patients with mental illnesses and neurological disorders. Over the last 15 years, the Company has invested approximately $60 million to develop its BNA Platform software, compile a database of brain wave tests, gain patent protection, and receive FDA approval to market and sell the BNA Platform. As a result, Firefly is now pursuing commercial launch of the BNA Platform in multiple markets, including pharmaceutical companies with drug research and clinical trial activities and medical practitioners for use in their clinics.
The BNA Platform is a software as a medical solution that was developed using AI and machine learning (ML) on Firefly’s extensive proprietary database of standardized, high-definition longitudinal electroencephalograms (“EEGs”) of over 17,000 patients representing twelve disorders, as well as clinically normal patients. The BNA Platform, in conjunction with an FDA-cleared EEG system, can provide clinicians with comprehensive insights into brain function (cognition). These insights can enhance a clinician’s ability to accurately diagnose mental illnesses and cognitive disorders and to evaluate what therapy and/or drug is best suited to optimize a patient’s outcome.
Please visit https://fireflyneuro.com/ for more information.
About WaveDancer
WaveDancer, based in Fairfax, VA, has been servicing federal and commercial customers since 1979. The Company is in the business of developing and maintaining information technology (“IT”) systems, modernizing client information systems, and performing other IT-related professional services to government and commercial organizations. https://wavedancer.com.In connection with the merger, WaveDancer’s current business will be sold and WaveDancer, which intends to change its name to Firefly Neuroscience, will solely advance the current Firefly business.
Cautionary Statements Regarding Forward-Looking Statements
This press release contains forward-looking statements, including statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements may be identified by words and phrases such as “aims,” “anticipates,” “believes,” “could,” “designed to,” “estimates,” “expects,” “forecasts,” “goal,” “hopes,” “intends,” “may,” “plans,” “possible,” “potential,” “seeks,” “will,” and variations of these words and phrases or similar expressions that are intended to identify forward-looking statements. These forward-looking statements include, without limitation, statements regarding the proposed merger between WaveDancer and Firefly, including whether and when the transactions will be consummated; and other statements that are not historical fact. The timing of events could differ materially from those anticipated in such forward-looking statements as a result of these risks and uncertainties, which include, without limitation: (i) the risk that the conditions to the closing of the proposed transactions are not satisfied if at all; (ii) uncertainties as to the timing of the consummation of the proposed transactions and the ability of each of WaveDancer and Firefly to consummate the proposed merger; and (iii) risks related to the inability of the combined company to obtain sufficient additional capital to continue to advance Firefly’s products, clinical and pharmaceutical programs. These and other risks and uncertainties are more fully described in the Registration/Proxy Statement You should not place undue reliance on these forward-looking statements, which are made only as of the date hereof or as of the dates indicated in the forward-looking statements. Except as required by law, WaveDancer expressly disclaims any obligation or undertaking to update or revise any forward-looking statements contained herein to reflect any change in its expectations with regard thereto or any change in events, conditions or circumstances on which any such statements are based.
Contact Information
WaveDancer
Tim Hannon, CFO
Investors@WaveDancer.com
Firefly
Paul Krzywicki, CFO
1-888-237-6412
Investor Contact
KCSA Strategic Communications
Valter Pinto, Managing Director
PH: (212) 896-1254
Valter@KCSA.com
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