M&A

Guard Therapeutics wins conditional Nasdaq nod for Disruptive Pharma reverse takeover

What's the deal? Guard TherapeuticsDealroom has a profile for this one. Try Dealroom → has received conditional approval from Nasdaq Stockholm for the continued listing of its shares on Nasdaq First North Growth Market, clearing a key hurdle in its planned reverse takeover of Disruptive PharmaDealroom has a profile for this one. Try Dealroom → Holding AB. The Swedish biotech submitted its application on June 11, 2026, after agreeing to acquire Disruptive Pharma on June 10.

How does it work? The deal is structured as an issue in kind: Guard Therapeutics will issue new shares to Disruptive Pharma's sellers in exchange for their shares. Assuming all shares are acquired, the sellers will hold roughly 55% of the combined company, while existing Guard shareholders keep about 45%.

What changes? Disruptive Pharma will become a subsidiary, and its business will become the company's principal operation. Guard Therapeutics intends to rename itself Disruptive Pharma AB, making the transaction a reverse takeover.

Guard Therapeutics is a Swedish biotech developing therapies based on the endogenous protein alpha-1 microglobulin. The company trades on Nasdaq First North Growth Market Stockholm under the ticker GUARD.

What's next? The approval carries customary conditions. Guard must complete the transaction, publish a company description substantially unchanged from the one Nasdaq reviewed, keep meeting the shareholder distribution requirement, and update its website per the exchange's rulebook.

The company published that company description on July 16, 2026, available in Swedish on its website. It also pointed to its June 10 press releases on the conditional agreement and the notice convening an extraordinary general meeting.

What could go wrong? Completion is not guaranteed. The transaction remains conditional, and the listing approval itself depends on Guard satisfying each of Nasdaq's requirements.

The signal: Reverse takeovers offer smaller or struggling listed biotechs a route to reinvent their business without a fresh IPO. For Guard Therapeutics, the move points to a full pivot — new name, new lead business, and a new majority owner — using its public shell to bring Disruptive Pharma to market.

Read more: MarketScreener

Image credit: Generated with Gemini

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