Chemomab and Scipher Medicine Merge to Advance Nebokitug in AI-Powered Phase 2 Rheumatoid Arthritis Trial
核心洞察
Chemomab Therapeutics (搜索) and Scipher Medicine announced a definitive merger agreement, forming a combined company valued at $150 million with a concurrent $30 million private placement led by Northpond Ventures (搜索).
The merged entity will advance nebokitug, a first-in-class anti-CCL24 (搜索) monoclonal antibody, through a precision medicine Phase 2 trial in rheumatoid arthritis (搜索), with topline results expected in H1 2028.
Scipher's AI Network Medicine platform independently identified CCL24 (搜索) as the highest-ranked clinical-stage RA target and will use the PrismRA (搜索)® test to guide patient enrollment in the upcoming trial.
Chemomab Therapeutics (搜索) (Nasdaq: CMMB) and Scipher Medicine Corporation (搜索) announced on July 8, 2026 that they have entered into a definitive merger agreement, combining Chemomab's first-in-class anti-CCL24 (搜索) antibody nebokitug with Scipher's AI-powered precision medicine platform. The combined company, which will operate as Scipher Medicine Corporation and trade on Nasdaq under the ticker "SCIP," plans to focus initially on advancing nebokitug into a Phase 2 trial for rheumatoid arthritis (搜索) (RA) — an indication that has seen no novel mechanism approved by the FDA since 2012.
The merger values the combined company at $150 million before a concurrent $30 million private placement from a syndicate of investors led by Northpond Ventures (搜索), with participation from Khosla Ventures, Blue Owl Healthcare Opportunities, funds managed by Neuberger, and other leading investors. The combined company's cash balance at closing is expected to fund operations through the second half of 2028.
Leadership and Governance
Dr. Reginald Seeto will serve as Chief Executive Officer of the combined company. Chemomab co-founder and CEO Adi Mor, PhD, will join the combined company's Board of Directors. Under the terms of the merger agreement, pre-merger Chemomab equity holders are expected to own approximately 32% of the combined company, while pre-merger Scipher equity holders will own approximately 68%, each on a fully-diluted basis. Chemomab shareholders will also receive contingent value rights (CVRs) tied to the achievement of specified milestones related to nebokitug.
Nebokitug: A Dual-Mechanism Approach to RA
Nebokitug is a first-in-class monoclonal antibody that neutralizes CCL24 (搜索), a soluble protein with a pivotal role in promoting both fibrosis and inflammation. The drug's dual mechanism — targeting both inflammatory and fibrotic pathways — distinguishes it from currently available RA therapies, which primarily address only the inflammatory component of the disease.
"Nebokitug, which blocks the chemokine CCL24 (搜索), represents a unique dual acting mechanism in RA as it targets both inflammation and fibrosis," said Dr. Reginald Seeto. "It has already demonstrated a favorable safety and tolerability profile and improvement in both inflammatory and fibrotic related biomarkers in a Phase 2 trial."
The role of CCL24 (搜索) in RA pathology was first identified more than 15 years ago. Recent independent publications have confirmed that CCL24 is upregulated in RA patients regardless of disease onset, with higher expression associated with greater disease severity and a subsequent need for advanced therapies. In the Phase 2 SPRING trial conducted in primary sclerosing cholangitis (搜索) (PSC), nebokitug down-regulated key inflammatory and fibrotic biomarkers and pathways relevant to RA, including TGF-beta, in a dose-dependent manner.
Scipher's AI Network Medicine platform independently identified CCL24 (搜索) as the highest-ranked clinical-stage RA target for efficacy. The platform also used proprietary data to identify a potential therapeutic response signature intended to support the selection of RA patients who could benefit from nebokitug treatment.
AI-Enabled Precision Medicine Trial Design
The proposed Phase 2 study will use standard 12-week FDA RA endpoints and will incorporate AI-enabled precision medicine by employing Scipher's validated multi-modal, multi-omic PrismRA (搜索)® test to guide patient enrollment. PrismRA® is the only precision medicine test for RA that has been accepted for reimbursement by the Centers for Medicare and Medicaid Services (CMS). From a routine blood draw, the test analyzes an individual's RA-related molecular and clinical signature to identify patients unlikely to adequately respond to tumor necrosis factor inhibitor therapy — currently a mainstay of RA treatment.
A topline readout of the RA Phase 2 trial results is expected in the first half of 2028, representing a potential key inflection point for the combined company.
The Unmet Need in Rheumatoid Arthritis (搜索)
RA affects an estimated 1.3 million individuals in the United States and more than 20 million patients worldwide. Despite the commercial success of current therapies, only one-third of RA patients achieve low disease activity. The FDA has required boxed warning safety notices in the labeling for the two leading mechanisms. The last novel mechanism RA drug was approved in 2012, and no new branded FDA approvals in RA have occurred since 2019.
"There have been no new novel mechanisms approved in RA by the FDA since 2012, and no new branded FDA approvals in RA since 2019," Dr. Seeto noted. "We believe this combination will enable us to advance nebokitug as the first precision medicine for the millions of RA patients whose disease is not well treated by current medications."
Dr. Adi Mor added, "This view has been validated by Scipher's AI precision medicine platform, which used multiple molecular signatures to identify nebokitug as the leading candidate to address a major unmet need in RA, currently a $24 billion market."
Beyond RA: Broader Pipeline Opportunities
The combined company retains multiple opportunities to create value beyond the RA program. Nebokitug has reported positive results from five clinical trials, including the Phase 2 SPRING trial in PSC, which achieved its primary safety endpoint and showed improvements on immune and fibrosis-related secondary endpoints at both 15 and 48 weeks in patients with moderate to advanced disease. The company also sees an opportunity to secure a partner for a Phase 3 trial in PSC, an indication with no FDA-approved therapies.
Scipher brings additional revenue-generating businesses to the combined entity, including biopharma partnerships leveraging its proprietary preclinical and clinical de-risking platform, an immunology data business, and the commercial PrismRA (搜索)® precision medicine business.
Transaction Details and Timeline
The transaction has received unanimous approval from the boards of directors of both companies and is expected to close in the fourth quarter of 2026, subject to shareholder approvals, the effectiveness of a registration statement on Form S-4 to be filed with the SEC, the redomiciling of Chemomab to the United States, and other customary closing conditions. Chemomab shareholders holding approximately 20% of the voting power have entered into voting support agreements in favor of the transaction.
Paul Hastings LLP and Goldfarb Gross Seligman & Co. are serving as legal counsel to Scipher. Meitar and Baker McKenzie are serving as legal counsel to Chemomab, with Leerink Partners as exclusive financial advisor and Oppenheimer & Co. Inc. providing a fairness opinion.