- Onconetix (ONCO, Financial) and Ocuvex Therapeutics announce definitive merger agreement.
- Ocuvex shareholders to own 90% of the combined company, Onconetix shareholders retain 10%.
- Merger expected to close in Q4 2025, subject to regulatory and stockholder approvals.
Onconetix, Inc. (ONCO) and the privately-held Ocuvex Therapeutics, Inc. have executed a definitive merger agreement in a noteworthy stock-based transaction. As per the agreement, Ocuvex shareholders will obtain 90% of the ownership in the newly formed entity, leaving Onconetix shareholders with a 10% stake.
The merger aims to integrate Ocuvex's pipeline of commercial and late clinical stage ophthalmic assets with Onconetix's public market presence. This strategic move allows Ocuvex a seamless entry into public markets without the traditional IPO process. The board for the combined entity will consist of seven directors, five appointed by Ocuvex and two by Onconetix.
The transaction, pending customary regulatory, stockholder, and third-party approvals, is anticipated to be finalized by the fourth quarter of 2025. Onconetix is leveraging its Nasdaq listing, enabling the swift execution of this merger and providing Ocuvex with valuable access to public capital markets to accelerate the development of innovative ophthalmic treatments.
This merger signifies a pivotal transformation for Onconetix, effectively functioning as a reverse merger. While offering substantial potential benefits, such as access to promising ophthalmic assets, the deal results in significant dilution for existing Onconetix shareholders and a shift in board control favoring Ocuvex.
