Relief Therapeutics has announced a binding agreement to merge with NeuroX Group in a transaction that will create a publicly listed, AI-driven neurotherapeutics platform valued at over CHF 1 billion. The deal combines Relief's biopharmaceutical expertise with NeuroX's recently acquired MindMaze digital neurotherapeutics assets to address unmet needs in neurological diseases.
Transaction Structure and Valuation
Under the binding term sheet, NeuroX shareholders will receive newly issued Relief shares based on agreed equity valuations of CHF 1 billion for NeuroX and CHF 100 million for Relief, representing a significant premium to Relief's current market capitalization. Following completion, Relief shareholders are expected to own approximately 9% of the combined entity on a fully diluted basis, with NeuroX shareholders holding the remaining 91%.
The combined company will continue trading on the SIX Swiss Exchange, with closing anticipated in Q4 2025. The agreement includes full exclusivity provisions during negotiations and a customary break fee, along with a one-year post-closing reset mechanism to adjust ownership ratios based on market value.
NeuroX and MindMaze Platform
NeuroX recently acquired the operations and intellectual property of MindMaze, a recognized leader in digital neurotherapeutics and brain health technologies. The MindMaze platform has developed first-of-its-kind neurotherapeutics that provide disease-modifying motor and cognitive treatments for neurological diseases and brain disorders, including stroke, Parkinson's disease, and at-risk aging.
Over the past decade, MindMaze invested more than USD 350 million to establish clinical evidence and demonstrate significant medico-economic outcomes. The platform delivers treatments through proprietary software and hardware, underpinned by an advanced brain technology platform that integrates wearables, sensors, digital assessments, and telehealth services.
Clinical Validation and Market Access
The MindMaze platform operates globally across the continuum-of-care, delivering treatments both in-clinic and in patients' homes. In the United States, MindMaze has received a unique reimbursement code (CAT-3) to support delivery of its home-based neurotherapeutic training. NeuroX has already established partnerships with leading pharmaceutical companies that utilize its proprietary technology across multiple clinical trials.
The R&D pipeline focuses on adjacent neurological diseases, including spinal cord injury, multiple sclerosis, traumatic brain injury, and Alzheimer's disease/dementia. The platform combines software-delivered behavioral treatments, drugs, devices, data, and AI to establish a new paradigm of precision medicine in neurology and neural repair.
Strategic Vision
"By entering into this transaction, we intend to bring a global pioneer in digital neurotherapeutics to the public markets through the Relief ecosystem," said Dr. Raghuram Selvaraju, chairman of Relief's board of directors. "This combination has the potential to create significant value for patients, clinicians, and shareholders. Importantly, it offers existing Relief shareholders the opportunity to participate in the growth of a scalable enterprise with potential to become a multi-billion-dollar company."
Alexandre Capet, head of corporate development at NeuroX, noted that the business combination "presents a timely opportunity to build on the vision and ambition set by MindMaze on a global scale, accelerating our market presence and next phase of growth."
Transaction Timeline and Conditions
The transaction remains subject to customary conditions including negotiation of a definitive agreement, completion of due diligence, shareholder approvals from both companies, concurrent financing by NeuroX, regulatory documentation filing, and receipt of regulatory and stock exchange approvals. The parties expect to finalize the definitive transaction agreement in Q3 2025.
