In response to evolving market dynamics and strategic opportunities, Genenta Science (Nasdaq: GNTA) has initiated a strategic transformation process to evolve into a next-generation industrial consolidator focused on acquiring private companies operating in sectors regulated by national security under Italian Golden Power legislation. The Company intends to target majority stakes in companies with established operating profitability, typically generating up to approximately €5 million in EBITDA. In this context, Genenta plans to adopt the new company name Saentra Forge with a new Nasdaq symbol SAEN.
Saentra Forge intends to pursue a value creation strategy by acquiring targets at private market valuations and integrating these companies under Saentra Forge. Through this integration, the Company will seek to enhance these businesses through operational upgrades, institutional-grade governance and improved financial visibility. Execution has commenced with ATC, a defence sector company.
ATC is a privately held company that operates as a high-precision manufacturer of tactical rifles and weapon systems for special forces, as well as sporting firearms for competition. Genenta has entered into a binding agreement to provide financing to ATC through a series of reserved capital increases, via a gradual, performance-based acquisition, in order to support operations with the ultimate goal of acquiring a controlling position in ATC upon the achievement of certain performance milestones. The transaction has received the required authorisation under the Golden Power regulatory framework. ATC holds UAMA and SeRNI export control licences, NATO qualifications and authorisations from the Italian Ministry of Defence, and its platforms are used by special forces units and include combat-proven systems. Genenta plans to finance a total of €5.1 million in several tranches based on results. ATC expects revenues of approximately €4 million in 2026, increasing to approximately €9 million by 2027. The company operates with a strong net cash position and no outstanding bank debt, reflecting a disciplined management structure. From a profitability perspective, ATC expects EBITDA to exceed €2 million in 2026, with management anticipating a doubling of EBITDA in 2027. In addition, ATC expects to close 2026 with a positive cash balance of more than €2 million and plans to further strengthen its liquidity position by closing 2027 with liquidity in excess of €5 million.
At the heart of the Company’s strategic configuration is the Praexidia Foundation, which has become a shareholder. The Praexidia Foundation is a private foundation that brings together leading figures from Italian government institutions, the defence industry and the armed forces to support strategic alignment and long-term stability.
The Company, the Foundation and Pierluigi Paracchi, founder and chief executive officer (pictured), have entered into a shareholders’ agreement that provides for consultation rights on significant corporate transactions and a renewable five-year lock-up, thereby strengthening long-term alignment, continuity and effective control. The sovereign nature of the Praexidia Foundation further strengthens the Company’s governance framework, supporting regulatory consistency, strategic continuity and the efficient execution of acquisitions in sectors subject to Golden Power rules.
On 19 December 2025, Paracchi announced that it had acquired a total of 30,000 American Depositary Shares (“ADS”) of the Company through open market purchases, bringing its total holdings to 2,326,129 ADS and ordinary shares, representing approximately 10% of Genenta’s outstanding share capital.
The Company has achieved significant clinical milestones that it believes will now enable the advancement of its cell therapy platform through partnerships with pharmaceutical and biotechnology companies, with the potential to accelerate development, market access and strategic value. DC Advisory has been retained to serve as the Company’s exclusive financial advisor for partnership initiatives. These initiatives are expected to prioritise the exploitation of the technology platform for broader applications and indications, particularly in solid tumours that are inherently difficult to treat, while pursuing combination therapeutic approaches or continuing the development of Temferon as a monotherapy for glioblastoma multiforme (GBM). During this process, the Company will continue to advance its GBM trial, pursuing a capital-efficient approach to promote additional opportunities through partnerships, and does not currently plan to continue the GU study and other clinical trials internally.
The Company expects its cash, cash equivalents and marketable securities as of 31 December 2025 to be approximately $33 million, compared to $17.7 million as of 30 June 2025. The increase is primarily due to the Company’s registered direct offering to certain institutional investors.
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