NextCure Inc. (NASDAQ:NXTC) on Tuesday agreed to merge with privately held biotechnology company Avere Therapeutics in an all-stock transaction that will take Avere public while providing $320 million in financing to advance its lead oral IL-23 therapy, AVR-001.
Upon closing, expected in the second half of 2026, the combined company will operate as Avere Therapeutics and trade on Nasdaq under the ticker symbol AVRX.
The transaction combines Avere’s oral IL-23 program with NextCure’s public company infrastructure in an effort to accelerate the development of AVR-001, a once-weekly oral therapy being studied for inflammatory diseases, including psoriasis and ulcerative colitis.
$320 Million Financing Supports Clinical Development
The merger is accompanied by a $320 million private placement led by Fairmount and Hansoh Pharmaceutical Group, with participation from several institutional investors.
The financing includes $251 million in convertible notes.
According to the companies, the proceeds are expected to fund operations through a global Phase 2b psoriasis trial readout, the start of a Phase 3 psoriasis study, and the initiation of a Phase 2b ulcerative colitis trial.
Avere recently secured exclusive rights outside Greater China to develop, manufacture, and commercialize AVR-001 through a licensing agreement with Hansoh.
Under the agreement, Hansoh will receive $120 million in upfront payments and could earn up to $2.18 billion in development and sales milestone payments, along with royalties tied to future sales.
AVR-001 Advances Toward Mid-Stage Clinical Trials
Avere expects to begin a Phase 2b study in the U.S. in early 2027, with results anticipated in the first half of 2028. Hansoh also expects to report results from a Phase 2b psoriasis study in China in 2027.
Merger Positions Avere For Nasdaq Debut
Upon completion of the transaction, pre-merger NextCure shareholders are expected to own approximately 1.21% of the combined company, while Avere shareholders, including participants in the financing, are expected to own about 98.79%.
Andrew Cheng, CEO of Avere, will lead the combined company, while Avere’s current board will assume oversight following the merger.
NextCure shareholders will also receive a contingent value right entitling them to 90% of any net proceeds generated from future monetization of NextCure’s pipeline assets during the two years after the deal closes.
NXTC Stock Price Activity: NextCure shares were up 198.63% at $6.51 at the time of publication on Tuesday, according to Benzinga Pro data.
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