As Neuphoria Therapeutics continues to navigate the fallout of its failed social anxiety program, the biotech is mulling an offer from another potential buyer.
The latest bidder for the beleaguered biotech is Scancell Holdings. The London-listed company confirmed on Friday that it had suggested a reverse merger with Neuphoria in order to “facilitate a Nasdaq listing for Scancell, which the company believes could increase its profile with U.S. specialist investors.”
While Neuphoria confirmed Monday that it had received the offer, neither company revealed the details of the potential all-stock transaction.
The offer from Scancell is only the latest bid for Neuphoria, which said late last year that it had received “substantial reciprocal interest” from various parties in response to the biotech’s strategic review. Those parties included Lynx1 Master Fund, a Puerto Rico-based hedge fund manager that already invests in Neuphoria, which inquired last November about buying the biotech’s outstanding shares for $5.20 apiece in cash.
That offer was only slightly above the $4.57 that Neuphoria’s stock had sunk to by close of trading Friday, a far cry from the $15 that its shares were sitting at back in October before the announcement of disappointing clinical data.
The readout in question saw Neuphoria’s lead candidate, an α7 nicotinic receptor negative alteration modulator called soclenicant, fail to improve social anxiety symptoms in a late-stage trial. The Massachusetts-based biotech responded to the fail by discontinuing the social anxiety program and launching the strategic review.
The biotech has an ongoing partnership with Merck & Co. to advance two positive allosteric modulator candidates, one of which is currently being tested in a Merck-led phase 2 study for Alzheimer’s disease. Merck is fronting the costs of the program, with Neuphoria in line to receive up to $450 million in potential biobucks.
But the wording of Scancell’s own release sounds like the U.K. biotech has its eyes on Neuphoria’s Nasdaq listing, rather than its pipeline. Scancell said Friday that it was also in discussions about securing equity and debt financing it could use to support a planned phase 3 study for its own lead asset, dubbed iSCIB1+.
A year ago, Scancell touted phase 2 data that demonstrated a 68.9% overall response rate for iSCIB1+ in patients with advanced melanoma. The company has more recently alluded to “early promise” in a phase 2 study of Modi-1, a citrullinated peptide off-the-shelf vaccine for squamous cell cancer of head and neck and renal cell carcinoma.
It’s no surprise that Scancell is suggesting a stock transaction rather than stumping up cash for the acquisition—the Oxford, England-based biotech only had 8.6 million pounds ($11.4 million) on hand as of its most recent reporting date of October 2025.