Beyond Air sells NeuroNOS stake to UNIVO for equity and milestones

Beyond Air is offloading its 58% stake in Israeli neuro-oncology spinout NeuroNOS to TASE-listed UNIVO in exchange for a 19.99% shareholding and

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Beyond Air has signed a definitive agreement to transfer its controlling stake in NeuroNOS Israel to UNIVO Pharmaceutical Industries, a company listed on the Tel Aviv Stock Exchange. The deal, announced on 25 August 2026, is structured as a share-for-share swap rather than a cash transaction, with Beyond Air receiving ordinary shares representing 19.99% of UNIVO's issued capital at closing, plus warrants to acquire a further 19.99% of UNIVO's total outstanding options, warrants and awards at $0.01 per share over five years.

Beyond Air currently holds approximately 58% of NeuroNOS on a fully diluted basis through its wholly owned Irish subsidiary, NeuroNOS Limited. That entire stake will transfer to UNIVO upon satisfaction of customary closing conditions, including board and shareholder approvals and applicable regulatory and stock exchange sign-offs.

The deal structure

Alongside the share transfer, Beyond Air will separately assign to NeuroNOS certain intellectual property rights under a parallel IP transfer agreement. In return, Beyond Air is eligible to receive up to $6.5 million in cash development milestone payments tied to clinical advancement, regulatory approvals and initial commercialisation of products derived from NeuroNOS intellectual property, together with up to $26.0 million in further commercial milestone payments contingent on specified net sales thresholds. The combined maximum milestone exposure is $32.5 million, though none of it is guaranteed and payments are tied to programme progression that remains at preclinical stage.

NeuroNOS's two lead candidates, BA-102 and BA-101, are both in preclinical development. BA-102 targets autism spectrum disorder, including the rare genetic condition Phelan-McDermid syndrome, and Alzheimer's disease; BA-101 is directed at glioblastoma. Both received US FDA orphan drug designations in 2025. The company's science centres on small molecules designed to cross the blood-brain barrier and modulate neuronal nitric oxide synthase activity.

Robert Goodman, chief executive of Beyond Air, described the transaction as "an important next chapter for NeuroNOS," adding that combining NeuroNOS with UNIVO creates "a more focused path to advance the company's programs with dedicated resources, while allowing Beyond Air to remain focused on the continued growth and execution of our core LungFit business."

Market and competitive context

The transaction reflects a wider trend among smaller commercial-stage biotechs of divesting or restructuring early-stage pipeline assets to concentrate capital on approved products. Beyond Air secured FDA clearance and CE Mark for LungFit PH, its inhaled nitric oxide delivery system for neonatal hypoxic respiratory failure, and the NeuroNOS divestiture allows it to channel resources into that commercial operation without carrying the cost burden of preclinical neurology programmes.

For UNIVO, the acquisition brings two orphan-designated candidates and a scientific advisory board that includes Nobel laureates Roger Kornberg and Haitham Amal. The neurological nitric oxide modulation space remains early-stage and highly competitive, with a number of academic spinouts and well-capitalised biotechs pursuing nNOS inhibition and related pathways for ASD and glioblastoma. Glioblastoma in particular has seen numerous high-profile late-stage failures in recent years, making orphan designation a useful regulatory tool but not a commercial guarantee.

Investors in Beyond Air will be watching whether the UNIVO shares hold their value at close and whether NeuroNOS's preclinical programmes can reach the clinical milestones that would trigger meaningful cash payments back to the company.