Perceptive Capital Solutions Corp

A SPAC postponing its combination vote on the scheduled day usually means either the votes were not there or new information had to be disclosed first — here the company says both, citing supplemental disclosure and further solicitation. The events prompting the supplement turned out to be favourable: Freenome released positive pivotal data the same day. For public holders the postponement also extends the window in which redemption elections can be revisited before the rescheduled meeting.

Filing the postponement as deal communication confirms it is part of the merger solicitation rather than routine housekeeping, so shareholders are being told the vote is delayed while the disclosure catches up. For a public holder the practical consequences are that the redemption deadline moves with the meeting and that the supplemental disclosure — issued the same day as Freenome's pivotal data readout — is material to how they should vote.

This is the readout that de-risks the merger for a Perceptive public holder deciding whether to redeem at roughly $10.81 or take stock: all endpoints met, and the company's modelling projects 1,582 additional life-years, 426 fewer cancer cases and 143 fewer deaths per 100,000 screened versus the first-generation test. The weak spot is precancerous lesion sensitivity at 18.2%, well below the 80.4% for established cancer, which is the figure payers and guideline bodies scrutinise most.

The closing condition is $250,000,000 of Aggregate Transaction Proceeds; this version puts the maximum redeemable at approximately 74.14% of public shares while still satisfying it, against 76.4% in Amendment No. 1 (June 1, 2026). The PIPE is 24,000,000 New Freenome shares at $10.00, $240.0 million gross, from investors including Perceptive Life Sciences Master Fund, Ltd. Trust was approximately $85,168,067 on June 10, 2026, an estimated $10.82 per share. In that scenario public shareholders hold about 1.90%, the Sponsor 2.20%, Freenome stockholders 49.97% and Roche 18.11%.

On the figures a holder acts on, this version and Amendment No. 3 are identical: the same $250,000,000 Aggregate Transaction Proceeds Condition with a maximum of about 74.14% of public shares redeemable, the same 24,000,000-share $240.0 million PIPE at $10.00, and the same trust of approximately $85,168,067 at June 10, 2026 giving an estimated $10.82 per-share redemption price. Both revise Amendment No. 1 (June 1, 2026), which still quoted trust of approximately $91,918,776.09 at January 6, 2026, $10.66 per share, and a 76.4% maximum redemption.

The trust figures in this version are the older ones: approximately $91,918,776.09 at January 6, 2026 and an estimated $10.66 per-share redemption price, with a maximum of about 76.4% of public shares redeemable while still meeting the $250,000,000 Aggregate Transaction Proceeds Condition. Ten days later Amendments No. 2 and No. 3 restate trust as approximately $85,168,067 at June 10, 2026, $10.82 per share, and cut the maximum redemption to about 74.14%. The $240.0 million PIPE of 24,000,000 shares at $10.00 is unchanged across all three versions.

A full twelve-month extension is unusually long and means holders who stay carry deal risk to June 2027 - the proxy discloses no contribution accreting the trust in exchange. The adjournment provision is the telling detail: the meeting can be adjourned if redemptions would leave PCSC below Nasdaq's continued listing requirements, which flags that heavy redemption is expected. Redeeming at the trust value remains the certain alternative to a deal signed six months earlier and still unclosed.

The Sponsor's own share count moved after this version: 2,066,250 PCSC Class B Shares here, against 2,156,250 in Amendments No. 1 through No. 3, and the Perceptive PIPE Investor's Freenome-conversion shares rise from 5,615,003 to 5,690,977. In the maximum-redemption scenario that still satisfies the $250,000,000 Aggregate Transaction Proceeds Condition, this version puts public shareholders at approximately 1.94% and the Sponsor at 2.30%, against 1.90% and 2.20% in the later amendments. The 24,000,000-share, $240.0 million PIPE at $10.00 is unchanged throughout.

What changed: 8-K/A (Amendment No. 1) of FREENOME, INC. Item 2.01 (completion of acquisition or disposition of assets) supplies the financial information deferred at closing. Item 9.01(a): Freenome's unaudited condensed consolidated financial statements as of and for the six months ended June 30, 2026 and 2025 are Exhibit 99.1, and MD&A for the three and six months ended June 30, 2026 and 2025 is Exhibit 99.2. Item 9.01(b): unaudited pro forma condensed combined financial information of New Freenome as of and for the six months ended June 30, 2026 and for the year ended December 31, 2025 is Exhibit 99.3. Why it matters: Completes the Item 9.01 financial-statement obligation the de-SPAC closing triggered. Every figure sits in Exhibits 99.1-99.3 rather than in the report, so the amendment establishes that the target's accounts and the combined pro formas are now on the record without stating a single number itself. The report also notes New Freenome is a smaller reporting company and need not give market-risk disclosure.