Chemomab, Scipher merge in USD 150 million deal to advance AI-guided RA therapy

Israel-based Chemomab Therapeutics (Nasdaq: CMMB) and Massachusetts-based Scipher Medicine Corporation have [entered into a definitive merger agreement](https://www.globenewswire.com/news-release/2026/07/08/3323986/0/en/chemomab-therapeutics-and-precision-medicine-pioneer-scipher-medicine-announce-merger-agreement-to-advance-nebokitug-in-an-ai-powered-phase-2-trial-in-rheumatoid-arthritis.html), combining in an all-stock transaction valued at USD 150 million pre-money, with the combined entity to trade on Nasdaq under the ticker SCIP. The deal is structured to advance nebokitug, Chemomab's anti-CCL24 antibody, into a precision medicine-guided Phase II clinical trial in rheumatoid arthritis, pairing the asset with Scipher's AI Network Medicine platform to guide patient selection and reduce clinical trial risk. Under the terms of the agreement, pre-merger Chemomab equity holders will own approximately 32% of the combined company on a fully diluted basis, with pre-merger Scipher stockholders retaining approximately 68%. Chemomab shareholders will also receive contingent value rights providing additional upside upon achievement of nebokitug-related milestones. A concurrent private placement of approximately USD 30 million in gross proceeds, led by Northpond Ventures with participation from Khosla Ventures, Blue Owl Healthcare Opportunities, and funds managed by Neuberger, will fund combined operations through H2 2028. The transaction requires shareholder approval from both companies, SEC registration statement effectiveness, and Chemomab's redomiciling to the United States, with closing expected in Q4 2026. The combined company will operate under the Scipher Medicine Corporation name, led by CEO Dr. Reginald Seeto; Chemomab co-founder Adi Mor will join the board. The strategic logic centers on a recognized gap in RA therapeutics. No novel mechanism has received US FDA approval in RA since 2012, and only one-third of current patients achieve low disease activity on existing agents. Nebokitug targets CCL24, a soluble chemokine that promotes both inflammation and fibrosis — a dual mechanism that distinguishes it from approved TNF inhibitors, JAK inhibitors, and IL-6 pathway agents, which primarily address inflammatory signaling without directly targeting fibrotic disease components. Research has independently shown that [SPP1+ macrophages drive fibrotic tissue remodeling in RA](https://allsci.com/news/research/hss-researchers-uncover-hidden-driver-of-rheumatoid-arthritis-beyond-inflammation/) beyond classical inflammation, providing biological support for nebokitug's dual mechanism. In the Phase II SPRING trial in primary sclerosing cholangitis, nebokitug demonstrated dose-dependent downregulation of TGF-beta and other fibrotic and inflammatory biomarkers relevant to RA, alongside a favorable safety and tolerability profile across five completed clinical trials. Scipher's contribution is its AI Network Medicine platform, which independently ranked CCL24 as the highest-priority clinical-stage RA target for efficacy using multi-omic disease modeling. The platform will be used to identify a therapeutic response signature — a multi-modal, multi-omic molecular profile derived from Scipher's PrismRA blood test — intended to enrich the Phase II trial with patients most likely to respond to nebokitug. PrismRA is the only Centers for Medicare and Medicaid Services-reimbursed precision medicine test for predicting RA treatment response, and Scipher holds one of the largest RA genomic data assets in the industry, including electronic medical records from more than 3 million rheumatology patients. The proposed Phase II study will use standard 12-week US FDA RA endpoints, with topline data expected in H1 2028. The RA competitive landscape is active: [Immunovant has reported encouraging data for its FcRn inhibitor IMVT-1402 in RA](https://allsci.com/news/clinical-trials/immunovant-posts-hopeful-data-for-fcrn-inhibitor-in-rheumatoid-arthritis-post-batoclimab-failure/), while [Jade Biosciences has initiated first-in-human studies for JADE201](https://allsci.com/news/clinical-trials/first-in-human-trials/jade-bio-starts-first-human-study-for-baff-r-antibody-jade201-in-rheumatoid-arthritis/), a BAFF-R antibody, illustrating the breadth of novel mechanisms now entering clinical testing in the indication. Nebokitug's CCL24 mechanism, combined with AI-guided patient selection, is positioned as differentiated from these approaches by its dual anti-inflammatory and anti-fibrotic profile. Beyond RA, the transaction preserves optionality for nebokitug in primary sclerosing cholangitis, where Chemomab has reached FDA agreement on a Phase III study design and intends to seek a development partner. *** This article was generated with AI assistance and reviewed and edited by the AllSci editorial team Explore more at AllSci News: [https://allsci.com/news/](https://allsci.com/news/) --- Spot something wrong? [Report an issue with this article](https://newsgen-prod.reframedata.com/feedback/chemomab-scipher-merger-rheumatoid-arthritis)