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Get filing alertsCorvex files pro forma financials for March 2026 merger with Corvex OpCo, showing combined net losses
Filed September 4, 2026 · Period ending September 4, 2026 · ~1 min read
Key Changes
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high
Completed acquisition of Corvex OpCo on March 19, 2026, with Corvex, Inc. (formerly Movano Inc.) as the surviving entity.
Item 8.01 verify on EDGAR → -
high
Pro forma combined net loss was $26.2 million for H1 2026 and $67.5 million for FY2025.
Exhibit 99.1 view on EDGAR → -
high
Estimated purchase price of $581.955 million, with $519.318 million allocated to goodwill.
Exhibit 99.1 view on EDGAR → -
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Disposed of legacy Movano Connected devices and services segment on June 30, 2026 to satisfy bridge loan indebtedness.
Exhibit 99.1 view on EDGAR → -
low
Pro forma financials are based on assumptions and estimates and are not indicative of future performance.
Item 8.01 verify on EDGAR →
Summary
Corvex, Inc. (formerly Movano Inc.) filed an 8-K on September 4, 2026, providing pro forma financial statements for its merger with Corvex OpCo, which closed on March 19, 2026. The filing shows the combined company would have reported net losses of $26.2 million for the first half of 2026 and $67.5 million for full-year 2025, with revenues of $4.3 million and $7.5 million respectively.
The merger was accounted for as a business combination with an estimated purchase price of $581.955 million, largely allocated to goodwill. The filing also discloses that on June 30, 2026, Corvex disposed of its legacy Movano Connected devices and services segment to satisfy outstanding bridge loan indebtedness, resulting in a $2.5 million gain.
The pro forma financials are presented for informational purposes only and are based on assumptions and estimates, with the company cautioning that they do not reflect actual results or predict future performance. For retail investors, this filing provides a clearer picture of the combined company's historical financials and the significant losses incurred, though the pro forma nature limits comparability.
Section-by-Section Diff
Event · Item 8.01 — Other Events
Corvex files pro forma financials for its March 2026 merger with Corvex OpCo.
Added in current filing · verify on EDGAR →
On March 19, 2026, Corvex, Inc., formerly named Movano Inc. (the “Company”) completed its acquisition (the “Merger”) of Corvex Legacy Holdings, Inc., formerly named Corvex, Inc. (“Corvex OpCo”),
The 8-K discloses that the Company completed its acquisition of Corvex OpCo on March 19, 2026, pursuant to the Amended and Restated Agreement and Plan of Merger dated March 19, 2026. This confirms the closing of the previously announced merger transaction.
Added in current filing · verify on EDGAR →
Filed herewith as Exhibit 99.1 to this Form 8-K, are (i) the unaudited pro forma condensed combined financial statements of the Company and Corvex OpCo for the six months ended June 30, 2026, as if the Merger had occurred on January 1, 2026 and (ii) the unaudited pro forma condensed combined financial statements of the Company and Corvex OpCo for the year ended December 31, 2025, as if the Merger had occurred on January 1, 2025.
The Company filed unaudited pro forma condensed combined financial statements for the six months ended June 30, 2026 and the year ended December 31, 2025, presenting the combined entity as if the merger had occurred on January 1, 2026 and January 1, 2025, respectively. These statements provide investors with a view of the combined company's historical financials on a pro forma basis.
Show 1 minor / wording change
Added in current filing · verify on EDGAR →
All the pro forma financial statements and other pro forma information included in this Current Report on Form 8-K have been prepared on the basis of certain assumptions and estimates and are subject to other uncertainties and do not purport (i) to reflect what the Company’s actual results of operations or financial condition would have been had the Merger been consummated on the dates assumed for purposes of such pro forma financial statements or (ii) to be indicative of the Company’s financial condition, results of operations or metrics as of or for any future date or period.
The filing cautions that the pro forma financial statements are based on assumptions and estimates and are not intended to reflect actual results had the merger occurred on the assumed dates, nor to be indicative of future performance. This is standard language for pro forma disclosures and highlights the limitations of the information.
Event · Exhibit 99.1
Added in current filing · view on EDGAR →
On March 19, 2026, Corvex, Inc. (formerly known as Movano Inc.) (the “Company” or “Corvex”), acquired Corvex Legacy Holdings, Inc. (formerly known as Corvex, Inc.) (“Corvex OpCo”), in accordance with the terms of the Amended and Restated Agreement and Plan of Merger, dated March 19, 2026
The filing discloses that Corvex (formerly Movano Inc.) completed its acquisition of Corvex OpCo on March 19, 2026, with the company renamed Corvex, Inc. effective March 23, 2026. The merger consideration included Series B, C, and D Preferred Stock, each convertible into 1,000 shares of common stock, plus assumed equity awards.
Added in current filing · view on EDGAR →
The estimated consideration transferred (“Purchase Price”) of $581,955 consists of Payment Shares issued and replacement awards related to the pre-combination portion of Corvex OpCo that were replaced by the Company stock options and restricted stock units. The excess of the purchase price over the estimated fair value of the identifiable net assets acquired has been recorded as goodwill of $519,318.
The merger was accounted for as a business combination with an estimated purchase price of $581,955 thousand, of which $519,318 thousand was allocated to goodwill. Identifiable intangible assets recognized include customer relationships of $5,190 thousand and trade names of $10,210 thousand. These amounts are preliminary and subject to change during the measurement period.
Added in current filing · view on EDGAR →
Net loss and total comprehensive loss | $ (2,228 ) | $ (15,542 ) | $ (8,385 ) $ (26,155 )
For the six months ended June 30, 2026, the pro forma combined net loss was $26,155 thousand, compared to Corvex's standalone loss of $2,228 thousand and Corvex OpCo's loss of $15,542 thousand. Pro forma revenue was $4,312 thousand. The pro forma net loss per share was $0.94.
Added in current filing · view on EDGAR →
Net loss and total comprehensive loss | $ (18,285 ) | $ (9,517 ) | $ - $ (39,744 ) $ (39,744 ) $ (67,546 )
For the year ended December 31, 2025, the pro forma combined net loss was $67,546 thousand, with pro forma revenue of $7,535 thousand. The pro forma net loss per share was $2.62. These figures reflect the merger as if it had occurred on January 1, 2025.
Added in current filing · view on EDGAR →
On June 30, 2026, the Company disposed of certain of the assets and intellectual property, comprising the legacy Movano Connected devices and services segment, by transferring them to the holder of the bridge loan in satisfaction of outstanding indebtedness.
The filing discloses that on June 30, 2026, Corvex disposed of its legacy Movano Connected devices and services segment assets to satisfy outstanding bridge loan indebtedness. The disposal resulted in a $2,501 thousand gain on disposal of assets and was not presented as a discontinued operation because it did not represent a strategic shift.
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Figures/quotes linked to EDGAR · Narrative written by AI · Sep 8, 2026 · How we verify