Scancell, Neuphoria Therapeutics Agree All-share Merger

04:54 AM EDT, 07/23/2026 (MT Newswires) -- Scancell Holdings (SCLP.L) and Neuphoria Therapeutics agreed to an all-share merger that will create a Nasdaq-listed combined company, expanding Scancell's access to US investors and the broader life sciences market, the companies said Thursday. Under the deal, each Neuphoria common share will be exchanged for Scancell American depositary shares at a ratio of 37.77199 and will include a contingent value right tied to specified development, monetization and tax credit milestones. The combined company will operate under the Scancell name and plans to trade on Nasdaq under the ticker SCLT, with Neuphoria becoming an indirect wholly owned subsidiary of Scancell upon closing, subject to shareholder approvals. Separately, Scancell expects to secure up to $89 million through a $39.1 million private placement, a $12 million UK placing, a retail offer of up to $3 million and debt financing of up to $25 million under a non-binding term sheet with certain funds and accounts managed by BlackRock.