Xenetic agrees Santersus biotech merger

• Xenetic Biosciences agreed to acquire Santersus AG in an all-stock transaction.
• The combined company is expected to remain Nasdaq-listed and operate under the name Santersus Bio.
• The merger will create a company focused on NET-targeting therapies with four development programs.

Xenetic Biosciences (NASDAQ:XBIO) signed a definitive all-stock share exchange agreement to acquire all outstanding shares of Santersus AG, creating a combined biotechnology company focused on neutrophil extracellular trap (NET)-targeting therapeutics.

The transaction is expected to result in Santersus equity holders owning approximately 85% of the combined company and current Xenetic equity holders owning about 15% on a fully diluted, as-converted basis.

The combined company plans to develop therapies using Santersus’ NucleoCapture blood purification platform and Xenetic’s DNase technology, with a pipeline of four programs targeting NET-related diseases.

The company said the transaction is expected to close in the fourth quarter of 2026, subject to Xenetic stockholder approval, Nasdaq listing approval for new shares, S-1 registration statement effectiveness, and other customary closing conditions.

Santersus Bio is expected to focus on NET-targeting therapies, including programs for sepsis, systemic lupus erythematosus, liver transplantation, and DNase combinations with anti-CD19 CAR-T therapy for large B-cell lymphoma.

The merger will combine Santersus’ NucleoCapture technology, which has FDA Breakthrough Device Designation for certain programs, with Xenetic’s DNase technology platform.