Firefly Neuroscience Achieves Multi-Fold Database, IP Portfolio, and Commercial Footprint Expansion Through Acquisition of Evoke Neuroscience, Inc.

Rhea-AI Summary

Firefly Neuroscience (NASDAQ: AIFF) has acquired Evoke Neuroscience in a strategic move to enhance its brain health technology portfolio. The $6 million acquisition, paid 50% in cash and 50% in stock at $3.50 per share, includes a potential $500,000 earn-out. The deal significantly expands Firefly's assets with: over 180,000 standardized EEG/ERP assessment records (2x increase), 27 granted patents (3x increase), and 60+ commercial users (10x increase). Evoke brings 16 years of experience and $30 million in historical revenue. This acquisition strengthens Firefly's FDA-cleared Brain Network Analytics (BNA™) technology and advances their goal of developing the first EEG/ERP-based foundation model of the human brain, leveraging their recent acceptance into the NVIDIA Connect program.

Positive

• Significant expansion of proprietary database to >180,000 EEG/ERP records (2x increase)
• Growth in patent portfolio to 27 granted patents (3x increase)
• Substantial increase in commercial footprint to >60 users (10x increase)
• Acquisition target has proven revenue history of $30M over 16 years
• Strategic alignment with NVIDIA Connect program for advanced software development

Negative

• Cash outlay of $3M could impact short-term liquidity
• Stock-based payment portion may cause dilution to existing shareholders
• Additional $500,000 earn-out contingency based on revenue performance

Insights

Healthcare Technology Analyst

Firefly's acquisition of Evoke significantly expands its brain scan database, patents, and commercial footprint, strengthening its position in neurotechnology.

This $6 million acquisition of Evoke Neuroscience represents a substantial asset expansion for Firefly in the specialized neurotechnology space. The deal provides Firefly with three critical expansions: doubling their proprietary EEG/ERP database to 180,000+ standardized assessment records, tripling their patent portfolio to 27 granted patents, and increasing their commercial user base ten-fold to over 60 sites.

The transaction structure shows disciplined capital deployment—50% cash and 50% stock at $3.50 per share, with a modest $500,000 performance-based earn-out tied to achieving $3 million in annualized revenue within three years. This structure balances immediate compensation with aligned incentives for future growth.

Strategically, this acquisition directly supports Firefly's goal of developing a proprietary foundation model of the human brain using their FDA-cleared Brain Network Analytics technology. The significantly expanded EEG/ERP database provides the critical mass of training data needed for advanced AI applications in neurological assessment.

Evoke brings 16 years of operational history and approximately $30 million in historical revenue, adding established market presence to Firefly's technology platform. Combined with Firefly's recent acceptance into the NVIDIA Connect program, this acquisition positions the company to potentially accelerate its AI development capabilities by leveraging NVIDIA's computing resources and frameworks.

This transaction represents a clear strategic enhancement of Firefly's competitive position in the growing brain health market, particularly for AI-driven diagnosis and treatment of neurological and mental disorders.

AI Investment Strategist

Firefly's acquisition creates a unique AI advantage through massive brain data expansion and NVIDIA partnership—key ingredients for next-gen neurological AI models.

This acquisition represents a classic AI strategy play centered on proprietary data accumulation. Firefly is essentially doubling its specialized brain data repository to create what might be the world's largest standardized EEG/ERP database with over 180,000 records—a critical competitive moat in healthcare AI development where quality training data is exceptionally scarce.

The transaction's structure is particularly telling: at $6 million (half cash, half equity at $3.50/share), Firefly is acquiring Evoke's 16 years of data collection, tripling its patent portfolio to 27 grants, and expanding its commercial footprint 10×. This appears to be a remarkably capital-efficient deal for assets that cost Evoke approximately $30 million to develop over its lifetime.

What makes this particularly strategic is the timing with Firefly's NVIDIA Connect program acceptance. This combination provides both the massive proprietary dataset needed for foundation model development and access to the computational infrastructure required to process it effectively. In AI development, this pairing of specialized data with advanced computing resources is often the difference between theoretical concepts and practical applications.

The company's ambition to create the "world's first EEG/ERP-based foundation model of the human brain" mirrors the development trajectory we've seen in other AI domains—start with a large corpus of specialized data, develop foundation models that understand underlying patterns, then commercialize through specific applications.

For Firefly, the expanded commercial footprint (now >60 users) provides immediate revenue opportunities while also serving as a distribution channel for future AI-enhanced offerings. The deal's structure indicates confidence in near-term commercial potential, with an achievable $3 million revenue target tied to the earn-out provision.

Builds upon Firefly’s recent acceptance into the NVIDIA Connect program

Marks next major step toward building a proprietary foundation model of the human brain

KENMORE, N.Y., May 05, 2025 (GLOBE NEWSWIRE) -- Firefly Neuroscience, Inc. (“Firefly,” or the “Company”) (NASDAQ: AIFF), an Artificial Intelligence (“AI”) company developing innovative solutions that improve brain health outcomes for patients with neurological and mental disorders, is pleased to announce its acquisition of Evoke Neuroscience, Inc. (“Evoke”), a medical device company developing and commercializing technologies to aid in the comprehensive assessment of brain health. The transaction marks another important step toward Firefly building a proprietary foundation model of the human brain using its FDA-cleared Brain Network Analytics (“BNA™”) technology.

As a result of the acquisition, Firefly’s assets and business now include:

• The largest known proprietary database of >180,000 standardized, EEG/ERP assessment records
  

• 27 granted patents
  
• >60 current commercial users

These increases in propriety brain scans, patents and commercial sites represent greater than two-fold, three-fold and 10-fold expansions, respectively, as a result of the acquisition.

Purchase terms include:

• $6 million, to be paid 50% in cash and 50% in Firefly’s common stock priced at $3.50 per share.
• Eligibility for Evoke’s investors to receive a $500,000 earn-out to be paid in cash upon Evoke’s acquired business achieving at least $3 million in annualized revenues within the next three years.

“Over the past 16 years, we have generated approximately $30 million in total revenues while also amassing the largest known collection of EEG/ERP electrophysiology data via our proprietary hardware and software developed to aid in the diagnosis of brain disorders and disease,” said David Hagedorn Ph.D., BCN, Evoke’s CEO and CSO. “Given the obvious technological, clinical and commercial synergies between Evoke and Firefly, we believe this transaction represents a natural and important evolutionary step for both companies as we work together to establish a strong and growing business for all of our shareholders.”

“These are exciting times as Firefly enters into a period of anticipated rapid growth and potentially game-changing innovation,” said Greg Lipschitz, CEO of Firefly. “As our already unparalleled BNA™ database continues to grow with each new clinical study and/or clinical assessment in which our respective technologies are used, and armed with vital access to NVIDIA’s advanced software development resources, industry-leading frameworks and software development kits, we believe this acquisition of Evoke represents a key step toward Firefly fulfilling its goal of building the world’s first EEG /ERP-based foundation model of the human brain.”

About Firefly

Firefly (NASDAQ: AIFF) is an AI company developing innovative solutions that improve brain health outcomes for patients with neurological and mental disorders. Firefly’s FDA-510(k) cleared Brain Network Analytics (BNA™) technology revolutionizes diagnostic and treatment monitoring methods for conditions such as depression, dementia, anxiety disorders, concussions, and ADHD. Over the past 15 years, Firefly has built a comprehensive database of brain wave tests, secured patent protection, and achieved FDA clearance. The Company is now launching BNA™ commercially, targeting pharmaceutical companies engaged in drug research and clinical trials, as well as medical practitioners for clinical use.

Brain Network Analytics was developed using artificial intelligence and machine learning on Firefly’s extensive proprietary database of standardized, high-definition longitudinal electroencephalograms (EEGs) and Cognitive EEG (ERPs) of over 17,000 patients representing twelve disorders, as well as clinically normal patients. BNA™, in conjunction with an FDA-cleared EEG system, can provide clinicians with comprehensive insights into brain function. These insights can enhance a clinician’s ability to accurately diagnose mental 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.

Forward-Looking Statements

Certain statements in this press release may constitute “forward-looking statements” for purposes of the federal securities laws concerning Firefly. These forward-looking statements include express or implied statements relating to Firefly’s management teams’ expectations, hopes, beliefs, intentions, or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “will,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements are based on current expectations and beliefs concerning future developments and their potential effects. There can be no assurance that future developments affecting Firefly will be those that have been anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond Firefly’s control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to those factors described under the heading “Risk Factors” in the reports and other filings of Firefly with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should any of Firefly’s assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. It is not possible to predict or identify all such risks. Forward-looking statements included in this press release only speak as of the date they are made, and Firefly does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

Investor & Media Contact:

Stephen Kilmer
(646) 274-3580
stephen.kilmer@fireflyneuro.com

FAQ

What is the acquisition price for Evoke Neuroscience by Firefly Neuroscience (AIFF)?

Firefly Neuroscience is acquiring Evoke Neuroscience for $6 million, paid 50% in cash ($3M) and 50% in stock at $3.50 per share, with an additional $500,000 earn-out potential based on revenue targets.

How does the Evoke acquisition expand Firefly Neuroscience's (AIFF) database and commercial presence?

The acquisition expands Firefly's database to over 180,000 EEG/ERP records (2x increase), increases patents to 27 (3x increase), and grows commercial users to over 60 (10x increase).

What is Evoke Neuroscience's historical revenue performance?

Evoke Neuroscience has generated approximately $30 million in total revenues over the past 16 years.

How does this acquisition align with Firefly Neuroscience's (AIFF) strategic goals?

The acquisition advances Firefly's goal of building the first EEG/ERP-based foundation model of the human brain, complementing their FDA-cleared BNA™ technology and recent acceptance into the NVIDIA Connect program.

What are the earn-out terms for the Evoke acquisition?

Evoke's investors can receive a $500,000 earn-out in cash if the acquired business achieves at least $3 million in annualized revenues within three years.