Scancell to buy Nasdaq-listed Neuphoria, secures up to $89M to fund melanoma trial

What's the deal? UK biotech ScancellDealroom has a profile for this one. Try Dealroom → Holdings has agreed to acquire Nasdaq-listed Neuphoria TherapeuticsDealroom has a profile for this one. Try Dealroom → in an all-share merger, alongside up to $89 million in financing. The combined company will operate as Scancell and apply to trade on Nasdaq under the symbol "SCLT", in addition to its existing AIM listing.

The terms: Existing Scancell shareholders will own 85.5% of the combined company, with Neuphoria shareholders holding 14.5%. Both boards have unanimously approved the deal, which remains conditional on shareholder approval from both companies.

The financing: Scancell has secured commitments for a $39.1 million private placement and plans to launch a $12.0 million UK placing and a retail offer of up to $3.0 million. It has also signed a non-binding term sheet with funds managed by BlackRock for debt financing of up to $25 million.

What's the endgame? The capital will fund a global registrational Phase 3 trial for Scancell's lead programme, iSCIB1+, an immunotherapy for advanced melanoma. Completion is also expected to add at least $10 million from Neuphoria's cash balances, extending the group's runway into 2029.

Why now? iSCIB1+ has US Food and Drug Administration fast-track designation and shows 77% progression-free survival at 22 months in combination with ipilimumab and nivolumab. Scancell says a Nasdaq listing unlocks access to US investors and the broader US life sciences sector.

The signal: The merger is a route for a UK-listed biotech to reach US capital markets without a standalone IPO, using an acquisition to secure a Nasdaq ticker and the funding needed to carry a late-stage cancer programme through its key clinical milestones.

Read more: Investegate