Oncodisc Inc. Acquired by PAVmed Digital Health Company Veris Health Inc.

WALNUT CREEK, Calif., June 2, 2021 /PRNewswire/ -- Oncodisc Inc. ("Oncodisc") today announced that it was acquired by Veris Health Inc ("Veris"), a majority owned digital health subsidiary of PAVmed Inc. ("PAVmed").

Oncodisc Inc. Acquired by PAVmed Digital Health Company Veris Health Inc.

Oncodisc, a digital health company with groundbreaking tools to improve personalized cancer care through remote patient monitoring, was founded by experienced physician entrepreneurs, James Mitchell, M.D., who joins Veris as its full-time Chief Medical Officer, and Andrew Thoreson, M.D., who will serve as a Veris consultant. Oncodisc's core technologies include what would be the first intelligent implantable vascular access port with biologic sensors and wireless communication, combined with an oncologist-designed remote digital healthcare platform that provides patients and physicians with new tools to improve outcomes and optimize the delivery of cost-effective care through remote monitoring and data analytics.

"Over 80% of US cancer care, including immunotherapy and chemotherapy, takes place in outpatient clinics, leaving patients unmonitored while at high risk of complications and hospitalizations, up to 50% of which can be avoided," said James Mitchell, M.D., co-founder and Chief Executive Officer of Oncodisc, and now Chief Medical Officer of Veris. "Although we have solid published data demonstrating that remote monitoring of cancer patients reduces hospital utilization, improves outcomes including survival, and is well-reimbursed, current consumer-oriented tools have not succeeded due to limited data points and poor patient adherence. We are excited to join this impressive team and believe we have found in PAVmed the ideal partner, with a proven track record of success, to bring our technologies into the market for the benefit of patients."

"I warmly welcome Drs. Mitchell and Thoreson to the PAVmed family," said Lishan Aklog, M.D., PAVmed's Chairman and Chief Executive Officer. "They have developed all the necessary elements to create the premier integrated digital healthcare platform for millions of cancer patients and their oncologists, representing an estimated $2 to 3 billion U.S. addressable market opportunity, based on established reimbursement codes and an attractive recurring revenue subscription model. The technology is also applicable to potentially even larger market opportunities in other conditions such as renal failure and heart failure. As with many digital health platforms, we have additional prospects for substantial value-creation through data monetization and biotherapeutic clinical trial support."

Oncodisc was founded in 2018 by Mitchell, a radiation-oncologist, and Thoreson, an interventional radiologist, who previously co-founded Redsmith, Inc., an interventional catheter company whose technology was acquired by C.R. Bard Inc., now BD Inc. (NYSE: BDX), in 2017. Oncodisc received a National Science Foundation ("NSF") Small Business Innovation Research ("SBIR") grant award to support its early work and completed both the MedTech Innovator Accelerator and UCSF Rosenman Institute Accelerator programs.

Its groundbreaking vascular access port contains biologic sensors capable of generating continuous data on key physiologic parameters known to predict adverse outcomes in cancer patients undergoing treatment. Wireless communication to the patient's smartphone and its cloud-based digital healthcare platform efficiently and effectively delivers actionable real time data to patients and physicians. The technologies are the subject of multiple patent applications and one allowed patent awaiting final issuance. Veris is targeting FDA 510(k) clearance of the intelligent implantable vascular access port and launch of the remote digital healthcare platform for H2-2022. 

The planned Veris business model seeks to generate 100% recurring revenue through oncology practice and hospital-based subscriptions. These entities would purchase seats on the platform and pay a monthly remote monitoring charge to drive revenues from remote patient monitoring and device implantation under existing CPT codes, as well as established CMS Oncology Care Model (OCM) bonuses and CMS Quality Reporting Program incentives. Veris also anticipates strong demand for its intelligent implantable vascular access port and remote monitoring platform from oncology biotherapeutic companies to support clinical trials of their novel immunotherapy and chemotherapy agents with continuous physiologic data and transformative analytics.

Oncodisc brings a world-class medical advisory board including oncologists from leading academic centers such as Harvard's Dana Farber Cancer Institute, Stanford Medicine, UC San Francisco, Cedars-Sinai Medical Center and Northwell Health. 

PAVmed formed Veris Health Inc., a Delaware Corporation, as a wholly owned subsidiary, which in turn entered into a Stock Purchase Agreement to acquire 100% of the outstanding shares of Oncodisc Inc. from Oncodisc Holdings LLC, including all of Oncodisc's intellectual property, hardware and software assets.  In exchange, PAVmed granted Oncodisc Holdings LLC a 19.6% equity interest in Veris and provided $155,250 in cash to pay off two Oncodisc convertible notes. A Shareholder Agreement between the parties provides additional terms and conditions concerning certain regulatory and commercial milestones, anti-dilution protection and other customary provisions.  PAVmed will manage Veris through a Management Services Agreement and finance its operations through intercompany advances until such time that the Veris board decides to engage a dedicated management team and raise its own capital.  Mitchell and Thoreson have entered into employment and consulting agreements, respectively, which include intellectual property assignment and non-compete provisions.

The principals of Alwaysraise LLC acted as exclusive financial advisor to Oncodisc, Inc. in this transaction.

About Oncodisc, Inc. (now Veris Health)
Oncodisc, Inc. (now Veris Health) is developing data-driven remote care technology. Oncodisc was founded in 2018 by physicians James Mitchell, M.D. and Andrew Thoreson, M.D. Oncodisc technology is designed to benefit cancer and chronic disease patients by providing artificial intelligence-embedded, physician-designed software integrated with intelligent vascular access technology. Our mission is to personalize care through remote detection of changes in patient health status and enhance doctor-patient communication. Learn more at www.oncodisc.com.

About PAVmed
PAVmed Inc. is a highly differentiated Nasdaq-listed, multi-product, commercial-stage medical technology company with a diversified product pipeline addressing unmet clinical needs encompassing a broad spectrum of clinical areas with attractive regulatory pathways and market opportunities. Its major subsidiary, Lucid Diagnostics Inc., markets the first and only commercial tools for widespread early detection of esophageal precancer and cancer. Its portfolio includes technologies in minimally invasive hand surgery, gastrointestinal ablation, infusion therapy, and other emerging innovations. 

About Alwaysraise LLC
Alwaysraise LLC is an advisory and investment firm headquartered in San Francisco, California formed to move the needle on the largest problems and unmet needs in medicine. Securities offered through non-affiliated broker-dealer M&A Securities Group Inc., 4151 N. Mulberry Dr., Ste 252, Kansas City, MO 64116, member FINRA / SiPC. Learn more at www.alwaysraise.com

Contacts:
Oncodisc / Veris Health
James Mitchell, MD
Founder, Oncodisc. Chief Medical Officer, Veris Health
ceo@oncodisc.com

Investors
Mike Havrilla
Director of Investor Relations
(814) 241-4138
JMH@PAVmed.com

Media
Shaun O'Neil
Chief Commercial Officer
(518) 812-3087
SMO@PAVmed.com

Jim Heins / Katie Gallagher
LaVoieHealthScience
(646) 491-7042 / (617) 792-3937
PAVmed@lavoiehealthscience.com

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SOURCE Oncodisc

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