JB Strategy Partners — Strategic Perspectives Underpinned by Hands-On Execution
A maintained database of biopharma reverse merger transactions — structures, timelines, PIPE mechanics, and ownership outcomes. Updated as deals are announced and closed.
Most recent: Velaris Therapeutics / Alaunos Therapeutics (TCRT), announced Oct 2026, $350.0mm PIPE.
Tracking 62 biopharma reverse merger transactions announced 2023–2026, sourced to merger agreement defined terms (Exhibit 2.1 / 8-K filings).
20 deals currently active or pending; 52 include PIPE financing alongside the reverse merger.
| Year ↕ | Acquirer (PrivateCo) ↕ | Target (PubCo Shell) ↕ | Announced ↕ | Closed ↕ | PIPE / Financing ↕ | Acquirer % | PIPE % | Shell % | Net Cash ↕ | Listing Prem ↕ | Structure ↕ | Notes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | CalciMedica, Inc. Model this deal → |
Graybug Vision, Inc. (GRAY) CALC |
Nov 2022 | Mar 2023 | $10.3mm | 64.0% | 7.4% | 28.6% | $25.0M | $15.0M | Traditional | CalciMedica $100mm total valuation (incl. PIPE) vs. Graybug $40mm. Net cash peg $25mm target, $18mm closing floor. 14:1 reverse split. PIPE investors not named (accredited investors under an SPA). |
| 2023 | Redx Pharma Model this deal → |
Jounce Therapeutics (JNCE) JNCE |
Feb 2023 | None (all-stock combination) | 63% | NA | 37% | ~$130.0M | NA | Terminated | Originally announced Feb 23, 2023: all-stock combination, Redx ~63% / Jounce ~37%, ~$130M cash post-transaction. Terminated Mar 2023 when Jounce instead accepted a superior cash tender offer from Concentra Biosciences. | |
| 2023 | Neurogene Model this deal → |
Neoleukin Therapeutics NGNE |
Jul 2023 | Dec 2023 | $95.0mm (Great Point, EcoR1, Redmile, Samsara, Janus, BlackRock, Casdin, Avidity, Arrowmark, Cormorant, Alexandria) | 57% | 27% | 16% | ~$66.0M | ~($10.0M) | Traditional CVR |
Neoleukin shareholders got 1 non-transferable CVR each for asset sales, lease savings, tax refunds; expires Jun 30, 2029 |
| 2023 | Serina Therapeutics |
AgeX Therapeutics SER |
Aug 2023 | Mar 2024 | None | 75% | NA | 25% | ND | ND | Traditional | Juvenescence warrants ~$15.0mm plus debt reduction; no PIPE. |
| 2023 | Q32 Bio Model this deal → |
Homology Medicines (FIXX) QTTB |
Nov 2023 | Mar 2024 | $42.0mm (OrbiMed, Atlas, Abingworth, BMS, Sanofi) | 61.0% | 13.4% | 25.6% | $60.0M | ~$20.0M | Traditional CVR |
Homology shareholders got CVRs for HMI-103, HMI-204, capsids/AAVHSC platform, OXB LLC equity; payments completed Q2 2025. PIPE priced at $8.00/sh. |
| 2024 | Tectonic Therapeutic Model this deal → |
Avrobio (AVRO) TECX |
Feb 2024 | Jun 2024 | $130.7mm | 40.2% | 37.5% | 22.3% | ~$65.0M | ~$10.0M | Traditional CVR |
AVROBIO shareholders got 1 non-transferable CVR/share for proceeds from legacy assets (gene therapy, lentiviral platform). PIPE = $96.6mm subscription + $34.1mm SAFE conversion. |
| 2024 | Peak Bio Model this deal → |
Akari Therapeutics AKTX |
Mar 2024 | Oct 2024 | ~$10.0mm | 48% | ND | 52% | NA | NA | SPAC/Other | Plus a $3.2mm additional placement. |
| 2024 | Oruka Therapeutics Model this deal → |
ARCA biopharma (ABIO) ORKA |
Apr 2024 | Sep 2024 | $275.0mm (Venrock, RTW, Access Biotech) | 38.0% | 59.7% | 2.4% | $5.0M | $6.0M | Traditional Cash Div |
YES — $20M cash dividend to ARCA shareholders from ARCA cash reserves pre-close |
| 2024 | Trawsfynydd Therapeutics Model this deal → |
Onconova Therapeutics (ONTX) TRAW |
Apr 2024 | Apr 2024 | $14.0mm (OrbiMed, Torrey Pines) | 75.7% | 10.6% | 13.7% | ND | ND | Sign & Close CVR |
All-stock merger; combined co. renamed Traws Pharma (TRAW). Onconova (shell) legacy holders receive a CVR tied to narazaciclib and rigosertib proceeds. |
| 2024 | TuHURA Biosciences Model this deal → |
Kintara Therapeutics (KTRA) HURA |
Apr 2024 | Oct 2024 | None (all-stock reverse recap) | 97.15% | NA | 2.85% | ND | ND | Sign & Close CVR |
Kintara shareholders got CVRs tied to clinical milestones |
| 2024 | Flerie Invest AB Model this deal → |
InDex Pharmaceuticals (Nasdaq First North) INDEX |
May 2024 | Jun 2024 | ~$48.0mm (AP4, HBM, Linc) | 91.9% | ND | 8.1% | ~$21.0M | ~$4.0M | Traditional | Financing was a SEK 520mm directed share issue. |
| 2024 | OnKure Therapeutics Model this deal → |
Reneo Pharmaceuticals (RPHM) OKUR |
May 2024 | Oct 2024 | $65.0mm (Acorn, Cormorant, Deep Track, Perceptive, Samsara, Surveyor (Citadel), Vestal Point) | 53.6% | 21.3% | 25.1% | $61.0M | ~$14.0M | Traditional | — |
| 2024 | Ceapro |
Aeterna Zentaris (AEZS) CSCI |
Jun 2024 | Jun 2024 | None (all-stock; warrants issued) | 50% | NA | 50% | NA | NA | SPAC/Other | — |
| 2024 | Crescent Biopharma Model this deal → |
GlycoMimetics (GLYC) CBIO |
Oct 2024 | Jun 2025 | $200.0mm (Fairmount, Venrock, BVF) | 96.9% | ND | 3.1% | $1.8M | ~$6.2M | Sign & Close | — |
| 2024 | Journey Therapeutics |
Entero Therapeutics JOUR |
Nov 2024 | NA | NA | NA | NA | NA | NA | Terminated | Entero abandoned the Journey merger; instead acquired an unrelated company (GRID AI, AI/data-center) around Oct 2025. Deal required a $5.0mm equity financing; terminated before it was raised. | |
| 2024 | Kalaris Therapeutics Model this deal → |
AlloVir (ALVR) KLRS |
Nov 2024 | Mar 2025 | None (all-stock) | 74.5% | NA | 25.5% | $100.0M | ~$16.0M | Sign & Close | ~$100.0mm cash post-close. |
| 2024 | Lomond Therapeutics Model this deal → |
Venetian-1 Acquisition Corp. ND |
Nov 2024 | Nov 2024 | $32.9mm (OrbiMed, Torrey Pines, Deerfield, American Financial Group, Heights) | 60.0% | 34.3% | 5.7% | NA | NA | Sign & Close | Venetian-1 was a private Form 10 blank-check shell, not a listed/trust SPAC -- it never IPO'd and explicitly stated it would not seek a public market until after a merger. No confirmed active ticker since. First PIPE closing of 8,241,375 sh at $4.00; up to $16.1mm more authorized through Nov 30, 2024 (widely reported as $44.0mm total). |
| 2024 | Renexxion |
Relief Therapeutics (RLF) RLF |
Nov 2024 | ND (Renexxion planned concurrent private financing, terms undisclosed) | 72.2% | ND | 27.8% | ND | ND | Terminated | Originally announced Nov 4, 2024 (non-binding LOI): Renexxion equity valued at $260M (~72.2% ownership), Relief equity valued at $100M (~27.8%). Terminated Mar 6, 2025 -- key closing conditions not met within required timeframe. | |
| 2024 | Inmagene Biopharm Model this deal → |
Ikena Oncology (IKNA) IMA |
Dec 2024 | Jul 2025 | $75.0mm (Deep Track, Foresite, RTW; existing Ikena holders: BVF, Blue Owl, Omega, OrbiMed) | 43.1% | 21.6% | 35.3% | ~$100.0M | ~$20.0M | Traditional CVR |
Non-transferable CVRs for legacy pipeline assets (both groups) |
| 2025 | Decoy Therapeutics Model this deal → |
Salarius Pharmaceuticals (SLRX) DCOY |
Jan 2025 | Nov 2025 | ~$7.0–$8.0mm | 92.4% | ND | 7.6% | NA | NA | Sign & Close | Financing is the 'Qualified Financing' under the merger agreement. |
| 2025 | Betaliq |
Eyenovia (EYEN) EYEN |
Mar 2025 | None (LOI stage, all-stock) | 83.7% | NA | 16.3% | NA | NA | LOI Only | Exclusivity period lapsed May 16, 2025 without a definitive agreement; Eyenovia later rebranded entirely as Hyperion DeFi (crypto/DeFi pivot) in July 2025. | |
| 2025 | Pelthos Therapeutics Model this deal → |
Channel Therapeutics (CHRO) PTHS |
Apr 2025 | Jul 2025 | $50.1mm (Ligand led) | 7.7% | 37.2% | 55.1% | ND | $15.0M | Sign & Close | Ligand invested $18.0mm. |
| 2025 | Z Squared (Dogecoin mining co.) Model this deal → |
Coeptis Therapeutics (COEP) ZSQR |
Apr 2025 | Apr 2026 | ND | ND | ND | ND | ND | ND | Sign & Close | Non-healthcare acquirer (Dogecoin/crypto mining). Coeptis spun out its biopharmaceutical operations concurrent with the merger; post-close renamed Z Squared Inc., ticker ZSQR. |
| 2025 | Protagenic Therapeutics |
Phytanix Bio (PTIX) PTIX |
May 2025 | Feb 2026 | None (deal rescinded) | — | — | — | NA | NA | Terminated | Reverse merger closed May 2025, then rescinded via Settlement/Unwind Agreement dated Feb 17, 2026. Protagenic returned all shares. PTIX now a clean shell seeking a new reverse merger. |
| 2025 | Viskase Companies (Affl Icahn Enterprises) Model this deal → |
Enzon Pharmaceuticals (ENZN) ENZN |
Jun 2025 | Mar 2026 | $25.0mm (AEP) | 55% | 40% | 5% | $40.9M | ~$0.0M | Sign & Close | Related-party financing from Icahn affiliate AEP into Viskase. |
| 2025 | Zoar Labs (f/k/a Dr Ashleys) |
Impact BioMedical (IBO) PENDING (Zoar) |
Jun 2025 | NA (all-stock share exchange; no concurrent PIPE disclosed) | 94.20% | NA | 5.80% | ND | ND | Traditional | Counterparty renamed, not changed: Dr Ashleys Limited is now Zoar Limited (PubCo) and Dr Ashleys Bio Labs is now Zoar Labs. API/intermediates manufacturer. Cayman PubCo; F-4 filed Sep 10, 2026. 1-for-12.62 IBO reverse split effective Sep 23, 2026. Lists on NYSE American. | |
| 2025 | Clywedog Therapeutics |
Barinthus Biotherapeutics (BRNS) CLYD |
Sep 2025 | Sep 2026 | None (all-stock) | 66% | NA | 34% | ND | ND | Traditional | $27.0mm tender offer for Barinthus liquidity. |
| 2025 | Damora Therapeutics Model this deal → |
Galecto (GLTO) DMRA |
Nov 2025 | Nov 2025 | $285.0mm (Fairmount led; Viking Global, Venrock, Commodore, Janus, Wellington, RA, TCGX, Forbion, BB Biotech, Blackstone, Perceptive, Vestal Point, a16z) | 36.1% | 63.9% | 0% | ND | $10.8M | Sign & Close | PIPE in Series C non-voting convertible preferred. |
| 2025 | Yarrow Bioscience Model this deal → |
VYNE Therapeutics (VYNE) YARW |
Dec 2025 | Jul 2026 | $200.0mm (RTW led; OrbiMed, Janus, venBio, Logos, LifeSci, Perceptive) | 97% | ND | 3% | $0.0M | ~$15.0M–$16.0M | Traditional Cash Div |
YES — $14.5-16.5M ($0.34-0.38/sh) pre-closing cash dividend to VYNE shareholders. Financing = ~$100.0mm Yarrow Series A at $4.94/sh + ~$100.0mm pre-closing PIPE. |
| 2026 | Faeth Therapeutics Model this deal → |
Sensei Biotherapeutics (SNSE) FTH |
Feb 2026 | Feb 2026 | $200.0mm (B Group, Balyasny, Columbia Threadneedle, Cormorant, Fairmount, Logos, RA, Vivo) | 40.8% | 54.3% | 4.9% | ~$18.0M | ~$0.0M | Sign & Close | — |
| 2026 | PrimeGen US |
DT Cloud Star Acquisition Corp. (DTSQ) PENDING (PrimeGen US) |
Feb 2026 | ND | ND | ND | ND | ND | ND | SPAC | Trust-account SPAC (DTSQ IPO Jul 2024, ~$69mm). Two-step: Redomestication Merger (Cayman parent into a Delaware purchaser), then Acquisition Merger. Dual-class outcome -- Company Class A/B holders receive Purchaser Class A/B respectively. Preclinical stem cell/exosome (triple-activated MSCs, acute liver failure). Outside date Oct 26, 2026, extendable 3 months. Minimum cash condition (amount not disclosed); 1,931,900 non-redemption warrants at $2.00 to non-redeeming holders. | |
| 2026 | Candid Therapeutics Model this deal → |
Rallybio Corp (RLYB) RLYB |
Mar 2026 | $505.5mm (Venrock, RA, Janus, T. Rowe Price, venBio, Viking Global, Cormorant, Foresite, Soleus, TCGX, Vivo) | 57.56% | 38.79% | 3.65% | $37.5M | $10.0M | Terminated CVR |
Terminated May 3, 2026: Candid took a UCB deal (up to $2.2B) via the Permitted Alternative Agreement carve-out; Rallybio received a $50mm termination fee plus $0.4mm expense reimbursement on May 4. Rallybio holders were to receive CVRs on REV102 sale proceeds and other legacy assets. Same shell later re-used for Avenzo (AVZO). | |
| 2026 | Eos SENOLYTIX Model this deal → |
Pulmatrix (PULM) MTXL |
Mar 2026 | $19.0mm | 94% | ND | 6% | $4.1M | ND | Pending | Financing = $1.0mm PIPE + $18.0mm bridge. | |
| 2026 | Korsana Model this deal → |
Cyclerion Therapeutics (CYCN) KRSA |
Apr 2026 | Sep 2026 | $380.0mm (Fairmount + Venrock co-led; General Atlantic, TCGX, Forbion, Wellington, Commodore, RA, RTW, Vivo, Janus, Foresite, JPM Life Sciences, SR One, Sanofi, Kalehua, Spruce Street) | 40.8% | 57.7% | 1.5% | $0.0M | ~$9.9M | Traditional CVR |
Exchange ratio pegged to $0 Cyclerion net cash at close. Acquirer % shown ex-financing so columns reconcile. Cyclerion holders receive CVRs on legacy assets. |
| 2026 | Obsidian Therapeutics Model this deal → |
Galera Therapeutics (GRTX) OBX |
Apr 2026 | Aug 2026 | $350.0mm (new: Balyasny, Caligan, Eventide, Nantahala, Octagon, Redmile, Spruce Street, Trails Edge; existing: Atlas, Deep Track, Foresite, Janus, Novo, RA, RTW, Wellington) | 51.6% | 47.2% | 1.2% | $1.8M | ~$12.0M | Traditional CVR |
Galera shareholders got CVRs for legacy assets. Split reflects the final closing exchange ratio (announcement: 53.2% / 45.0% / 1.8%). |
| 2026 | ACEA Pharma (WOS ACEA Therapeutics; Affl Scilex) |
Phoenix Asia Holdings (PHOE) PHOE |
May 2026 | NA (all-stock stock acquisition; no concurrent financing) | 82% | NA | 18% | ND | ND | SPAC/Other | Non-healthcare shell: Phoenix Asia is a Hong Kong substructure/foundation contractor pivoting to pharma, same category as Coeptis and NOMAD. Seller is Scilex (SCLX), which holds ACEA Therapeutics as an indirect minority-owned subsidiary. Shell to be renamed ACEA Pharma, Inc. Lead asset abivertinib (Ph3 NSCLC). | |
| 2026 | Orphai Therapeutics Model this deal → |
Quince Therapeutics (QNCX) QNCX |
May 2026 | May 2026 | $115.0mm | 31.9% | 61.2% | 6.9% | ND | ND | Sign & Close | All-stock RM; combined co. keeps Quince Nasdaq listing. LAM-001 (inhaled rapamycin/mTOR) for rare pulmonary disease (PAH, PH-ILD). Upfront amount; plus up to $72.0mm via warrants (up to $187.0mm gross), in Series C non-voting convertible preferred. |
| 2026 | Mentari Therapeutics Model this deal → |
InMed Pharmaceuticals (INM) INM |
May 2026 | $290.0mm (Fairmount led; Commodore, Deep Track, Janus, a16z, Venrock, Wellington, TCGX, Blackstone, BB Biotech, Farallon, RTW, Vivo, Perceptive, et al.) | 29.67% | 68.82% | 1.51% | ($3.4M) | $10.0M | Traditional CVR |
Combined co. renamed Mentari Therapeutics under a new ticker. PIPE includes $50.0mm of May 2026 convertible notes converting at closing. Parent Valuation $6.6mm at a $(3.4)mm net cash peg, adjusting dollar-for-dollar and capped at $10.0mm (excess cash goes to holders as a dividend). InMed holders get a CVR (and a potential dividend) on legacy-program monetization (INM-901, INM-089). Jul 22, 2026 amendment added $200.0mm at 152.80% of the original price, excluded from the exchange-ratio framework; post-amendment split Mentari side 98.85% / InMed 1.15%. Expected close 2H 2026. | |
| 2026 | Avenzo Therapeutics Model this deal → |
Rallybio Corp (RLYB) AVZO |
Jun 2026 | $215.0mm (Blackstone, T. Rowe Price, Vivo, OrbiMed, Foresite, NEA) | 56.6% | 40.6% | 2.8% | $0.0M | $15.0M | Pending CVR Cash Div |
Follow-on to the terminated Candid deal, same shell. Rallybio distributes all net cash to legacy holders pre-close, plus CVRs on legacy assets. Expected close Q4 2026. | |
| 2026 | Azora Therapeutics Model this deal → |
Adial Pharmaceuticals (ADIL) ADIL |
Jun 2026 | Jun 2026 | $32.0mm (Coastlands led) | 51.0% | 41.3% | 7.7% | ND | ND | Sign & Close | All-stock acquisition; Adial pivots to AT177 (colon-targeted AhR agonist) for ulcerative colitis; legacy AD04 deprioritized. Upfront via pre-funded warrants; plus up to $32.0mm milestone tranche (up to $64.0mm gross). |
| 2026 | InnocsAI LLC Model this deal → |
Liminatus Pharma (LIMN) LIMN |
Jun 2026 | Jul 2026 | None disclosed (all-stock; no concurrent PIPE) | 96.0% | NA | 4.0% | ND | ND | Sign & Close CVR |
Split derived from the original 1.6B-share/$0.20 consideration vs. Liminatus's outstanding shares; later amended to a 19.99% common cap + non-voting preferred to close pre-vote. CVR = 20% of future net proceeds on acquired assets. |
| 2026 | NOMAD (AI Energy Co.) Model this deal → |
Lixte Biotechnology Holdings (LIXT) NMAD |
Jun 2026 | Jul 2026 | NA (all-stock share exchange; no PIPE into the shell) | 77.7% | NA | 22.3% | ~$16.5M | ND | Sign & Close | Non-biotech suitor (utility-grade battery/BESS energy storage). Post-close renamed NOMAD Power Solutions, ticker NMAD. |
| 2026 | Remix Therapeutics Model this deal → |
Passage Bio (PASG) RMTX |
Jun 2026 | $100.0mm (Decheng, Lynx1, Forge) | 55.8% | 37.2% | 7% | ND | $20.0M | Traditional CVR |
Passage Bio shareholders got non-transferable CVRs for pediatric gene therapy pipeline milestones | |
| 2026 | Serapha Bio Model this deal → |
Boundless Bio (BBIO) AATD |
Jun 2026 | $230.0mm (RA, RTW, Janus, Decheng, Vivo, Casdin, LifeSci, Logos, Balyasny, Eventide) | 56.3% | 40% | 3.7% | ~$0.0M | ~$12.5M | Traditional | Financing = $138.0mm Serapha Series A + $92.0mm PIPE. | |
| 2026 | Treeline Biosciences Model this deal → |
Standard BioTools (LAB) TRLN |
Jun 2026 | None (all-stock) | 84% | NA | 16% | $450.0M | ~$10.0M | Traditional CVR |
1 CVR/share for legacy assets. >$900.0mm cash post-close. | |
| 2026 | Talawar Therapeutics Model this deal → |
JATT II Acquisition Corp. (JATT) TLWR |
Jun 2026 | $225.0mm (Access Biotech led; Bain, Deep Track, RA, Janus, Vianti, Farallon) | 29.37% | 52.71% | 17.92% | $60.0M | $16.5M | SPAC | Trust-account SPAC ($60mm trust). No redemption backstop, unlike Oak Hill/RACC; $125mm minimum cash condition. JATT CEO Someit Sidhu also founded Khanda, which licensed TALA-125 to Talawar and is a major Talawar holder. Outside date Jan 31, 2027. PIPE at $10.00/sh. | |
| 2026 | Cortigent, Inc. (WOS Vivani Medical) Model this deal → |
ClearOne, Inc. (CLRO) CRGT |
Jul 2026 | $10.0–$15.0mm | 59.4%–67.5% | ND | 12.7%–14.4% | ND | ND | Pending | Cortigent = brain-computer interface (BCI) / neurostimulation tech (from Second Sight Medical Products). Closing conditioned on stockholder approvals, completion of $10-15mm financing, minimum net cash requirement (threshold not disclosed), continued Nasdaq listing. Concurrent S-1 financing, not yet closed. | |
| 2026 | GH Power Inc. Model this deal → |
Matinas BioPharma Holdings (MTNB) MTNB |
Jul 2026 | $15.0mm | 86.3% | 5.2% | 8.5% | $0.0M | $24.7M | Traditional | Cross-border: Ontario Pubco holds both companies; Matinas sold its biotech subsidiary (MAT2203, LNC platform) to Azurity separately for up to $21.5mm. Requires both companies' shareholder votes, Ontario court approval, and F-4 effectiveness. Expected close Q4 2026. GH Power raise; $15.0mm is the closing-condition minimum, actual amount not yet fixed. | |
| 2026 | Avere Therapeutics Model this deal → |
NextCure, Inc. (NXTC) AVRX |
Jul 2026 | $320.0mm (Fairmount, Hansoh, et al.) | 43.0% | 55.1% | 1.9% | $0.0M | $11.0M | Traditional CVR |
All-stock merger; combined company renamed Avere Therapeutics (AVRX). NextCure holders receive CVRs on legacy assets (90% of proceeds, 2-yr term). Expected close Q3 2026. ~$251.0mm of the PIPE via convertible-note exchange. | |
| 2026 | Lōkahi Therapeutics Model this deal → |
Glucotrack, Inc. (GCTK) GCTK |
Jul 2026 | Jul 2026 | $4.5mm | 90.0% | NA | 10.0% | ND | ND | Sign & Close | Signed and closed same day. Glucotrack keeps its own name and GCTK ticker; Lōkahi becomes the operating and controlling business. Erik Emerson (Lōkahi) becomes CEO; Glucotrack's CBGM diabetes business moves to an Operating Sub under Paul Goode. Glucotrack was before a Nasdaq Hearings Panel (Jun 18, 2026) on minimum bid and stockholders' equity compliance; ran a 1-for-15 reverse split Aug 31. Bridge financing: senior secured convertible notes, $5.7mm face, 22% OID, 8% coupon, maturing Apr 2027; a separate post-closing private placement (amount not disclosed) is permitted. |
| 2026 | Kira Pharmaceuticals Model this deal → |
Jasper Therapeutics (JSPR) JSPR |
Jul 2026 | Jul 2026 | $132.0mm (Affinity + Ikarian co-led; Columbia Threadneedle, Sirenia, Brahma, Balyasny, SilverArc, Squadron, Nazare, Mirador, et al.) | 49.9% | 43.5% | 6.7% | $0.0M | $20.3M | Sign & Close CVR |
Merger completed pre-vote via non-voting convertible preferred (19.9% common cap), same structure as Liminatus. Ticker stays JSPR. CVR: $30mm aggregate tied to a briquilimab priority review voucher by Dec 31, 2028, payable only on monetization or acquisition. |
| 2026 | Scancell (AIM: SCLP) Model this deal → |
Neuphoria Therapeutics Inc. (Nasdaq: NEUP; renamed Scancell, new ticker SCLT) SCLT |
Jul 2026 | $54.1mm | 85.5% | ND | 14.5% | $10.0M | $14.6M | Traditional CVR |
Foreign (AIM) uplisting via Nasdaq merger. Scancell legally acquirer/parent but economically the private side. Net cash $10mm is a closing condition (not a true-up peg), not a fixed peg. Expected close Q4 2026. Equity = $39.1mm private placement + $12.0mm UK placing + $3.0mm retail offer; plus a $25.0mm BlackRock debt facility. | |
| 2026 | Oak Hill Bio (OHB Pediatrics Ltd.) Model this deal → |
Research Alliance Corporation III (Nasdaq: RACC) OAKH |
Jul 2026 | $100.0mm (RA led; Balyasny, Janus, KCap, venBio, ADAR1, Affinity, Ally Bridge, BVF, Great Point, Logos, SilverArc, Trails Edge) | 45.3% | 28.9% | 25.8% | $75.0M | $16.0M | SPAC | Classic trust-account SPAC (RA Capital-sponsored), unlike most 'shell' deals in this tracker. Any RACC trust redemptions are backstopped dollar-for-dollar by RA Capital. Combined co. trades as OAKH; developing rugonersen (ASO) for Angelman syndrome, Phase 3 ongoing. RA funded $45.0mm via a SAFE at signing; balance via PIPE at $10.00/sh at closing. | |
| 2026 | Caldera Therapeutics Model this deal → |
Synlogic, Inc. (SYBX) CALD |
Jul 2026 | $278.0mm (Bain, TCGX, Atlas, venBio, Omega, Blackstone, LAV, Wellington, Janus, Sirenia, Vivo, et al.) | 62.8% | 34.9% | 2.3% | $6.0M | $12.0M | Traditional | Both companies become subsidiaries of a newly formed holdco (Sonic Holdco, Inc.), same structure as Matinas/GH Power. Requires both companies' shareholder votes and an effective SEC registration statement. Expected close early 2027. | |
| 2026 | Vidya Therapeutics Model this deal → |
Processa Pharmaceuticals (PCSA) PCSA |
Jul 2026 | Jul 2026 | $200.0mm (Bain, Janus, RA, SilverArc, ADAR1, Cormorant, Integral Health, Marshall Wace, Octagon, Soleus, et al.) | 46.0% | 52.6% | 0.9% | $0.0M | $3.4M | Sign & Close | Unlike most deals here, Processa keeps its own name/ticker -- Vidya is absorbed under Processa's continuing corporate identity. Legacy Processa assets (PCS499, PCS12852) continue in the combined co. Preferred conversion requires a later stockholder vote. PIPE oversubscribed vs. a $175.0mm contractual floor. |
| 2026 | Cy Biopharma Model this deal → |
Ensysce Biosciences (ENSC) ENSC |
Aug 2026 | Aug 2026 | $21.5mm (Ally Bridge led; Perceptive, Dellora, Ikarian, Adage) | 74.94% | 17.49% | 7.57% | ND | ND | Sign & Close | Fixed-share-consideration deal with no stated net-cash peg (net cash/premium ND). Split is per the company's amended 8-K/A (ex-Milestone Closing); the original 8-K showed 73.86% for Cy and a $101.4mm value, which the company later corrected. Combined fully diluted equity value ~$122.9mm at the $0.32179 PIPE price. The 'third party' is 3i, LP, whose Series B and warrants were converted at closing. Post-close cash ~$31mm net of transaction expenses vs. $38.6mm gross new money. Cy Biopharma founder James Morrison becomes President and joins the board. Preferred conversion awaits a stockholder vote. Initial tranche $21.5mm at $0.32179/sh as-converted; milestone tranche up to $21.5mm more at $0.40224/sh (~$43.0mm total). |
| 2026 | Redx Pharma Model this deal → |
Skye Bioscience (SKYE) PENDING (Fibrx Therapeutics, Inc.) |
Aug 2026 | $103.9mm | 46.17% | 48.45% | 5.38% | $2.0M | $12.5M | Traditional CVR |
Redx's second reverse-merger attempt -- first (with Jounce, 2023) is tracked separately as terminated. Redx went private between the two attempts. Requires UK court sanction of a Scheme of Arrangement plus both companies' shareholder votes. Skye also doing an unrelated 1-for-8 reverse split (Nasdaq compliance) effective Aug 24, 2026. Termination fee: 3% of combined co. valuation. Financing = $67.9mm concurrent financing + $36.0mm Redx Series A; up to $22.0mm more via an undrawn equity line. | |
| 2026 | Slate Medicines Model this deal → |
Fulcrum Therapeutics (FULC) SLTE |
Aug 2026 | $245.0mm (Frazier led; Forbion, RA, Deep Track, Foresite, OrbiMed, RTW, Mingxin) | 55.9% | 39.1% | 5.0% | $20.3M | $11.0M | Traditional Cash Div |
Fulcrum discontinued its lead sickle-cell candidate (pociredir) in Jun 2026 after FDA raised cancer-risk concerns, cut 85% of staff, and ran a strategic review (Leerink advising) before this deal. Fulcrum pays a ~$270mm cash dividend to its own legacy shareholders pre-close -- no CVR, as pociredir has no viable regulatory path. Wedbush advised Slate. | |
| 2026 | Ambros Therapeutics Model this deal → |
Werewolf Therapeutics (HOWL) AMBX |
Aug 2026 | $150.0mm (RA + Janus co-led; Aberdeen, Adage, ADAR1, Affinity, Arkin Bio, Balyasny, Enavate, SilverArc, Sphera, Woodline) | 71.7% | 21.5% | 6.8% | $30.0M | $17.5M | Traditional CVR |
Werewolf ran a strategic review (Piper Sandler advising) after cutting 64% of staff in Feb 2026 amid going-concern risk. CVR ties to Werewolf's own legacy INDUKINE programs (WTX-124, WTX-330). Asymmetric termination fees: $20.0mm from Ambros, $1.9mm from Werewolf. Support agreements cover ~71.3% of Ambros shares, ~1.4% of Werewolf shares. Expected close Q1 2027. PIPE closing condition requires a $100.0mm minimum. | |
| 2026 | Marea Therapeutics Model this deal → |
Lisata Therapeutics (LSTA) LSTA |
Sep 2026 | Sep 2026 | $225.0mm (RA, Forbion, Third Rock, Alpha Wave, Perceptive, Sofinnova, Omega, Surveyor (Citadel), Columbia Threadneedle, Nantahala, Affinity, venBio, Rock Springs) | 59.54% | 38.07% | 2.39% | ($3.9M) | $18.0M | Sign & Close | Lisata keeps its name and LSTA ticker; Marea takes control and pivots the company from oncology to cardioendocrine. Follows the collapse of Lisata's Kuva Labs take-private (terminated, 72% workforce cut). Rare negative net cash: -$3.85mm per the Parent Net Cash Certificate. Series C conversion requires a later stockholder vote. PIPE: 150,867.995 Series C preferred at ~$1,491.37/sh (~$1.4914 as-converted). |
| 2026 | North Immunology Model this deal → |
Aethlon Medical (AEMD) NRTX |
Sep 2026 | $180.0mm (Bain, Janus, Deep Track, Longitude, Soleus, Invus, Sirenia, Farallon, Adage, TCGX) | 43.30% | 51.95% | 4.75% | $0.0M | $16.5M | Traditional CVR |
North founded and incubated by ADAR1 Capital Management. Aethlon holders receive CVRs on the legacy Hemopurifier business. Aethlon's 4.75% is reduced if its net cash at closing falls below $0. Expected close Q1 2027. Includes ~$34.0mm conversion of North convertible notes. | |
| 2026 | Velaris Therapeutics Model this deal → |
Alaunos Therapeutics (TCRT) TCRT |
Oct 2026 | Oct 2026 | $350.0mm (Fairmount led; Venrock, T. Rowe Price, Wellington, Janus, Access Biotech, BB Biotech, Perceptive, Sirenia, ADAR1) | 36.01% | 63.01% | 0.98% | ND | $15.0M | Sign & Close | Fairmount/Paragon NewCo #9 (PAH: ActRIIA-Fc ligand traps + anti-PDGF-B). Signed and closed same day; preferred conversion awaits a later stockholder vote. Legacy Alaunos holders keep ~1%, among the smallest shell stakes in the tracker (cf. Vidya/Processa ~0.9%). Financing upsized from a $250.0mm minimum condition to $350.0mm. Paragon can reclaim the licensed IP if stockholders' equity does not exceed $200mm at the end of the second full quarter after closing. Company to be renamed Velaris Therapeutics; new ticker TBD. |
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