Aditxt Inc. (NASDAQ: ADTX) announced a definitive agreement to spin off its wholly-owned subsidiary Ignite Proteomics through a business combination that values the functional proteomics company at approximately $150 million.

Under the transaction, Ignite Proteomics will become an independent publicly traded company through a merger with an undisclosed special purpose acquisition company. The combined entity will be named Ignite Proteomics Inc., with shares expected to trade on the New York Stock Exchange, subject to regulatory approvals.

Aditxt will continue operating as a separate company listed on Nasdaq, subject to continued compliance with listing requirements. The transaction values Ignite equity at $10.00 per share reference price, according to the company's statement.

"This transaction is expected to unlock that value through a business combination that values Ignite at approximately $150 million," said Jeff Busch, interim chief executive officer of Aditxt and chief executive officer of Ignite Proteomics.

Ignite Proteomics develops a functional proteomics platform designed to measure protein and phosphoprotein signaling activity from tumor tissue. The technology aims to provide physicians with insights into tumor biology to support therapy selection decisions, with current commercial focus in breast cancer.

The transaction requires approval from both the acquisition company's shareholders and Ignite equity holders. Additional closing conditions include effectiveness of a registration statement with the Securities and Exchange Commission, NYSE listing approval, and satisfaction of minimum cash requirements.

Following completion, the combined company will be led by Ignite's management team. The board will consist of seven directors designated by Ignite, including a majority of independent directors.

Net proceeds from the transaction will support Ignite's commercialization initiatives, clinical evidence generation and general corporate purposes, according to the companies.