A Real Business with Proven Science in a Well-Established Market
Murchinson's letter ignores the central fact that Nano's Board of Directors (the "Board") evaluated: Infinite Epigenetics is not a concept company and not an AI wrapper around generic healthcare data. It is built on operating businesses, a CLIA-certified methylation laboratory, established science, and defensible proprietary assets, which is precisely why the Board believes this combination presents a compelling long-term value creation opportunity for shareholders.
The science is established, not speculative. Epigenetics is one of the most extensively validated areas of modern molecular biology, supported by a deep and growing body of peer-reviewed research, including over 50 publications authored by experts within Infinite's team. A single sample processed in Infinite's CLIA-certified laboratory can read more than one million epigenetic signals, and its proprietary database comprises more than 120,000 biological samples, among the largest private DNA methylation datasets in the world. This is not a concept awaiting proof. It is an operating diagnostic platform with existing commercial revenue, a network of more than 7,500 healthcare providers, and issued intellectual property.
The category is proven by public-market leaders. The model of building a category-defining molecular diagnostics company is well established, and three multi-billion-dollar public companies have each validated a different piece of what Infinite is building. GRAIL (~$2.5B Market Cap) demonstrated that methylation-based diagnostics can detect disease. Exact Sciences (valued at ~$21B in announced acquisition by Abbott), with Cologuard, demonstrated that a molecular diagnostic test can achieve broad clinical adoption and payor reimbursement and scale into a household name. Tempus AI (~$9B Market Cap) demonstrated that proprietary biological data paired with AI commands a premium public-market valuation. Notably, Brad Keywell, Original Investor & Board Member of Tempus AI, is the Chairman of Infinite's board, a reflection of experienced confidence in Infinite's approach.
Infinite is pursuing all three of these proven strategies: methylation-based detection, a scaled clinical testing business, and a proprietary data-and-AI platform, simultaneously, on a single platform and across multiple disease areas. The opportunity these companies illustrate is precisely the one Murchinson overlooks: enormous value is created as a data-driven diagnostics platform scales, and that value accrues to those who participate early rather than after it has already been recognized in the public markets. Moreover, by utilizing AI, Infinite can scale its business with a fraction of the capital required by its predecessors.
Clear Strategic Rationale and Capital Plan
Of the approximately 20 opportunities that the Nano leadership thoroughly evaluated, Infinite was selected as the single greatest candidate to drive value for Nano's shareholders. While Infinite represents a transition of Nano's operations from 3D printing to AI-powered preventive health and diagnostics, the Board believes the next wave of healthcare AI will be built on proprietary biological data, not generic medical text, and Infinite's focus on DNA methylation is a distinct and complementary frontier. The chronic disease diagnostics market exceeds $90 billion, significantly larger than the 3D printing industry. The Board's focus is on capturing the biggest addressable market for shareholders, which this opportunity delivers.
Infinite is developing the next step: a multi-omics foundation model trained in biology rather than language. Its AI strategy begins with a live, provider-facing assistant that helps clinicians interpret methylation reports today, but the chatbot is merely the interface. The real value sits underneath it, in the biological foundation model and the IP that powers it: a proprietary dataset, proprietary algorithms, multiple patents, and existing commercial scale, designed to learn from methylation data and clinical context that cannot be scraped from the internet. This is the defined purpose of Nano's capital: to accelerate the data, validation, compute, and clinical infrastructure that turn a real diagnostics business into a compounding biological AI platform, an asset that cannot be easily replicated and grows more valuable over time.
This transaction is not a search for a use of capital, it is a plan to deploy capital against a specific, defensible asset. The capital would fund two complementary engines of value. First, it would accelerate commercialization of Infinite's existing diagnostic and consumer operations, expanding the provider network, test volume, and multiple revenue lines of an already-operating business. Second, it would fund the continued expansion of Infinite's proprietary methylation dataset and the development of its biological AI platform: the data engine and the models that translate epigenetic signals into earlier detection of major chronic diseases.
The epigenome records what is happening in your body right now, governing which genes are turned on or off in response to age, environment, and disease. The AI models that are currently prominent in computational biology are trained on static gene sequencing and predict average population behavior, not the functional state of a real person measured over time. Only epigenetic data can do this. Infinite uniquely owns one of the world's largest epigenetic datasets with more than 120,000 samples, making it one of the only platforms capable of executing this vision. The result is a compounding dynamic. Commercial growth generates more proprietary data, that data strengthens the AI platform, and the platform deepens a competitive advantage that cannot be easily replicated and grows more valuable over time. Unlike genetic testing, which returns the same fixed result every time, epigenetic testing is dynamic and longitudinal: a patient's biology changes over time, so they can be retested again and again. That makes it a recurring model rather than a one-time transaction, and every repeat test feeds the model, making it smarter.
Finally, this transaction differs meaningfully from a SPAC. This is not a situation where the amount of cash at closing is unclear, the capitalization table is over-burdened by warrants and the external sponsor receives a significant promote. Rather, this transaction reflects a value-accretive combination with a defined operating business. Unlike a SPAC, the Company remains an operating platform with existing assets, and capital and strategic direction. Further, in the contemplated transaction, the premium to Nano's cash value accrues to the benefit of Nano's shareholders through their ownership in the combined company, not a SPAC sponsor.
A Rigorous Review and Diligence Process
The term sheet with Infinite is the culmination of a months-long, rigorous and comprehensive review process conducted with the support of Nano's financial advisor and legal counsel. This review process considered a range of ...
