Spectral MD Holdings, Ltd. announced on April 11 that it has entered into an agreement to combine with Rosecliff Acquisition Corp I, a special purpose acquisition company (SPAC) listed on Nasdaq.

The combined company expects to operate under the name Spectral AI and to be listed on Nasdaq under the symbol “MDAI”. The combined company will operate under the same management team, led by Spectral MD founder and CEO Wensheng Fan with current Spectral MD shareholders rolling 100% of their equity into the transaction.

Net proceeds of the proposed transaction will be used to accelerate readiness for material potential federal contracts, to enhance Spectral MD’s efforts for broad commercialization opportunities in the United States, EU and UK, including both burn and diabetic foot ulcer (DFU) indications, 3-D wound size measurement, digital wound assessment and to accelerate the development of additional pipeline clinical applications.

Reed Smith LLP is serving as a legal advisor to Spectral MD. S.P. Angel Corporate Finance LLP is acting as adviser and broker to Spectral MD in connection with the transaction. Skadden, Arps, Slate, Meagher & Flom LLP is serving as a legal advisor to Rosecliff. The proposed transaction is expected to be completed in Q3 2023.

Spectral MD Holdings, Ltd. is a predictive AI company focused on medical diagnostics for faster and more accurate treatment decisions in wound care for burn, DFU and future clinical applications.

Rosecliff Acquisition Corp I is a blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.

According to data captured in the LevinPro HC database, the Spectral MD acquisition represents the 37th Laboratories, MRI and Dialysis transaction of 2023 and the 20th in the diagnostics subsector. The transaction also marks the 10th SPAC combination with a healthcare company in 2023.