ONCO News & Events

Onconetix (ONCO) and Realbotix LLC (XBOTF) announced the signing of a definitive share exchange agreement pursuant to which Onconetix will acquire 100% of the issued and outstanding equity interests of Realbotix in an all-stock transaction. The company said, "Realbotix is Realbotix Corp's subsidiary that is focused on researching, designing, building and manufacturing AI-powered, highly customizable humanoid robotics. The robots are used for customer-facing roles in industries such as healthcare, education, hospitality and entertainment. Realbotix is a leader in embodied and physical AI with its patented technologies enabling lifelike expressions, vision, and social interaction. Its robots are known for their highly realistic human appearance and human-centric AI models. Realbotix robots are unique in their ability to operate autonomously via various AI platforms and do not require teleopertions from a human." Upon closing of the proposed transaction, Onconetix will acquire all the issued and outstanding equity interests of Realbotix in exchange for newly issued shares of common stock of Onconetix. Immediately following the closing of the transaction, Realbotix Parent will own between 75% and 90% of the fully diluted common shares of the combined company, depending upon Onconetoix's cash pooistion at closing. Mr. Kiguel will become the CEO of the combined company following closing. The transaction, which has been unanimously approved by the boards of directors of both Onconetix and Realbotix Parent, is subject to customary closing conditions, including approval by Onconetix shareholders, receipt of required regulatory approvals, including applicable securities law clearances in the United States and Canada, and other customary conditions. The transaction is expected to close in the second half of 2026, and the combined company is expected to trade on Nasdaq.

Onconetix announced the September 22, 2025 signing and closing of a private placement of shares of the Company's Series D Convertible Preferred Stock, $0.00001 par value, and warrants to purchase up to an aggregate of 4,362,827 shares of the Company's common stock, $0.00001 par value per share, for an aggregate purchase price of approximately $12.9 million. Approximately $9.3 million was paid in cash and the balance was used to offset certain amounts owed by the Company to certain investors. The Series D Preferred Stock are initially convertible into an aggregate of 4,362,827 shares of Common Stock, subject to certain anti-dilution adjustments. The Warrants will have an initial exercise price of $3.6896 per share, subject to certain anti-dilution adjustments, and are exercisable beginning on the issuance date and expiring on the third anniversary of the Initial Exercisability Date. The Company has filed a Current Report on Form 8-K with the Securities and Exchange Commission on September 26, 2025, with additional details of the transaction. The Company agreed to seek stockholder approval for the issuance of all of the shares of Common Stock issuable upon conversion of the Series D Preferred Stock and exercise of the Warrants in accordance with the rules and regulations of the Nasdaq Stock Market. In full satisfaction of the Company's approximately $8.8 million debt to Veru, Inc., approximately $6.3 million of the cash proceeds from the Financing Transaction was paid to Veru, Inc., and the remaining $2.5 million of debt was converted into 3,125 shares of Series D Preferred Stock and 846,975 warrants as part of the Financing Transaction. The Company intends to use the remaining net cash proceeds from the Financing Transaction to cover costs and expenses associated with the termination of a previously contemplated business combination with Ocuvex, Inc., and for working capital and general corporate purposes.

Onconetix and Ocuvex Therapeutics announced the mutual termination of their previously announced definitive merger agreement, dated July 16, 2025. After careful consideration and constructive dialogue, both companies have jointly determined that pursuing independent paths is in the best interests of their respective stakeholders. This decision reflects the strong commitment of both Onconetix and Ocuvex to advancing their respective missions and delivering value to patients, partners, and investors.

Onconetix (ONCO) announced that its wholly owned subsidiary, Proteomedix has signed a licensing agreement, with Immunovia (IMMVF), a pancreatic cancer diagnostics company based in Lund, Sweden. Under the terms of the agreement, Proteomedix will provide Immunovia with master cells required to produce antibodies related to three of the five biomarkers included in the PancreaSure test and a license for key intellectual property for the manufacturing of reagents used to measure these biomarkers, allowing Immunovia to purchase reagents directly from the supplier of Proteomedix. In return, Immunovia will make payments totaling $700,000 to Proteomedix in 2025 and 2026, as well as pay a 3% royalty on net sales of PancreaSure and any other products incorporating the licensed intellectual property from 2026 to 2032.