Valerio Therapeutics agreed to acquire Belgian biotech Etherna Immunotherapies NV for €30 million in a cash-and-shares transaction, the companies said on Monday. The deal, structured via a definitive share purchase agreement, will be financed through a combination of cash and equity.
The cash portion will be covered by a €40.25 million private investment in public equity (PIPE) financing, secured ahead of the acquisition. Valerio plans to issue 68.22 million new ordinary shares at €0.59 each, a 25% discount to the prior three-day volume-weighted average price. The new shares will represent about 13.7% of the company’s share capital and voting rights once issued.
The PIPE was subscribed by three investors: Artal International SCA (€18.0 million), Financière de la Montagne (€7.0 million), and Saint James Luxembourg (€1.0 million). Proceeds will fund the cash component of the acquisition, support Etherna’s pipeline integration, and provide working capital. Valerio said the financing extends its cash runway to at least 18 months.
Etherna’s assets include its immunotherapy pipeline, which Valerio intends to advance alongside its own programs VTX-001, VTX-002, and VTX-003. The acquisition remains subject to shareholder approval at an extraordinary general meeting scheduled for October 6, 2026. Existing shareholders holding over 70% of voting rights have already committed to irrevocable undertakings in favor of the deal.
Valerio’s shares are expected to begin trading on Euronext Growth Paris the Tuesday following settlement. Van Lanschot Kempen NV acted as exclusive financial advisor and sole placement agent, while Goodwin Procter LLP provided legal counsel to Valerio.
