Pheton Holdings Ltd Announces Closing of Share Acquisition with iTonic Corporation
Beijing, China, Dec. 05, 2025 (GLOBE NEWSWIRE) -- Pheton Holdings Ltd (NASDAQ:PTHL) ("Pheton" or the "Company"), a healthcare solution provider specializing in treatment planning systems for brachytherapy and other related products and services, today announced the successful completion of its acquisition of 51% of the total outstanding shares of iTonic Corporation (the "Target"), a U.S.-based integrated home health AI company that combines AI, medical device automation, and easier access to clinical expertise to support continuity of care in the home (the "Share Acquisition"). This strategic acquisition aligns with the Company's commitment to enhancing its portfolio in the healthcare technology landscape, enabling the firm to broaden its reach and to seek better patient outcomes through advanced solutions.
This acquisition, which was announced in a Report on Form 6-K on August 29, 2025, involved a Stock Purchase Agreement (the "SPA") with iTonic and certain shareholders (the "Selling Shareholders"). As part of the consideration for the Share Acquisition, Pheton agreed to issue to the Selling Shareholders 4,000,000 newly issued Class A ordinary shares which are subject to performance milestones, alongside warrants granting the Selling Shareholders the right to purchase up to 3,000,000 Class A ordinary shares of Pheton at an exercise price of $3.10 per share (the "Warrants"), which will become exercisable in separate tranches, with each tranche becoming eligible for exercise upon the Target's achievement of the applicable quarterly or annual performance milestones set forth in the SPA. The closing of the Share Acquisition took place on November 25, 2025, upon which the Selling Shareholders transferred their equity interests to the Company, and the Target recorded the Company as the holder of such interests. Concurrently, the Company issued the Warrants to the Selling Shareholders.
Founded by health-tech entrepreneur Fahim Hashim, medical robotics inventor Xinyang Wang, and AI systems architect Chris Bora, iTonic aims to help address the 125,000 preventable deaths and $500B in annual U.S. health costs linked to medication non-adherence and envisions a new model for home health that connects families through intelligent technology and automation.
"The acquisition of iTonic Corporation marks a transformative milestone as we expand our footprint into the U.S. and enter the rapidly growing home health market, reinforcing our commitment to delivering innovative healthcare solutions and world-class service," said Jianfei Zhang, Chief Executive Officer and Chairman of the Board at Pheton Holdings. "By integrating iTonic's cutting-edge home-health platform into our ecosystem, we are poised to support more holistic, AI-driven health solutions that meet the evolving needs of patients and caregivers. We are excited about the future possibilities this partnership brings and the potential to drive significant value creation for Pheton's shareholders over time."
"Joining forces with Pheton Holdings opens a new chapter for iTonic," said Fahim Hashim, Founder and Chief Executive Officer of iTonic. "The additional resources and expertise, as well as becoming a Nasdaq-listed firm, will allow us to expand our reach, deepen our technology pipeline, and make a meaningful impact on the daily lives of patients and caregivers worldwide. "
About Pheton Holdings Ltd
Founded in 1998, Pheton Holdings Ltd, through its wholly owned operating subsidiary, Beijing Feitian Zhaoye Technology Co., Ltd., focuses on healthcare solutions for brachytherapy, a targeted radiation therapy used in cancer treatment. Its lead product, Beijing Feitian's Treatment Planning System, is used outside the U.S. to help ensure safe and effective brachytherapy using radioactive sources inside the patient to kill cancer cells and shrink tumors. Pheton Holdings is committed to leveraging its products and services to establish a potential new standard of care across multiple malignant tumor applications. For more information, please visit: http://www.ftzy.com.cn/ir
About iTonic Corporation
iTonic is a Home Health AI company combining artificial intelligence, medical device automation, and easier access to clinical expertise to support continuity of care in the home. iTonic is building a solution for intergenerational care, connecting patients, families, and providers in one integrated home health platform. For further information, visit https://itonic.health
Forward-Looking Statements
This press release contains forward-looking statements. These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. Statements that are not historical facts, including statements about the Company's beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties, and a number of factors could cause actual results to differ materially from those contained in any forward-looking statement. In some cases, forward-looking statements can be identified by words or phrases such as "may," "will," "expect," "anticipate," "target," "aim," "estimate," "intend," "plan," "believe," "potential," "continue," "is/are likely to" or other similar expressions. The Company may also make written or oral forward-looking statements in its reports filed with, or furnished to, the U.S. Securities and Exchange Commission, in its annual reports to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. These statements are subject to uncertainties and risks including, but not limited to, the following: the Company's goals and strategies; the Company's future business development; financial condition and results of operations; product and service demand and acceptance; reputation and brand; the impact of competition and pricing; changes in technology; government regulations; fluctuations in general economic and business conditions in U.S., Hong Kong and China and assumptions underlying or related to any of the foregoing and other risks contained in reports filed by the Company with the SEC. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Additional factors are discussed in the Company's filings with the SEC, which are available for review at www.sec.gov. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.
For investor and media inquiries, please contact:
Pheton Holdings Ltd
Investor Relations
Email: [email protected]
Jackson Lin
Lambert by LLYC
Tel: +1 (646) 717-4593
Email: [email protected]
