Beyond Air Enters Definitive Agreement to Sell Its NeuroNOS Stake to UNIVO Pharmaceutical Industries in Exchange for Equity and Milestone Payments
Rhea-AI Summary
Beyond Air (NASDAQ: XAIR) entered a definitive agreement for UNIVO Pharmaceutical Industries (TASE: UNVO) to acquire control of NeuroNOS Israel, a neurology-focused biopharma company. Beyond Air, via its wholly owned subsidiary NeuroNOS Limited, currently owns 5,000,000 NeuroNOS shares, about 58% of NeuroNOS’s fully diluted share capital.
At closing, UNIVO will purchase Beyond Air’s entire NeuroNOS stake. In exchange, Beyond Air will receive UNIVO ordinary shares equal to 19.99% of UNIVO’s issued and outstanding share capital plus warrants to buy additional UNIVO shares representing 19.99% of UNIVO’s total outstanding options, warrants and other awards, exercisable at $0.01 per share for five years. Under a separate IP transfer agreement, Beyond Air will transfer certain NeuroNOS-related intellectual property and assets to NeuroNOS in return for up to $6.5 million in cash development milestones and up to $26.0 million in commercial milestones tied to net sales thresholds. Closing is subject to board, shareholder, regulatory and stock exchange approvals, completion of the related investment and other customary conditions.
Positive
- Equity stake in UNIVO of 19.99% at transaction closing
- Low-cost warrants to buy UNIVO shares at $0.01 for five years
- Potential milestones up to $32.5 million from NeuroNOS programs
- Monetizes 58% NeuroNOS ownership into liquid-listed UNIVO equity
Negative
- Beyond Air to relinquish 58% control of NeuroNOS upon closing
- Up to $32.5 million milestone payments are contingent, not guaranteed
- Transaction closing depends on multiple approvals and conditions
Market reaction after NeuroNOS stake sale: XAIR -5.09%
Following this news, XAIR has declined 5.09%, reflecting a notable negative market reaction. Argus tracked a peak move of +14.8% during the session. Our momentum scanner has triggered 11 alerts so far, indicating notable trading interest and price volatility. The stock is currently trading at $4.66. Trading volume is above average at 1.8x the average, suggesting increased trading activity.
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Key Figures
Historical Context
| Date | Event | Sentiment | 24h Move | Catalyst |
|---|---|---|---|---|
| Aug 13 | Quarterly earnings | Positive | +14.4% | Gross-margin improvement, financing, and reaffirmed revenue guidance accompanied quarterly results. |
| Aug 04 | Earnings call scheduling | Neutral | -2.4% | Company scheduled its quarterly results conference call and webcast for August 13. |
| Jul 30 | Private placement | Negative | -1.6% | At-the-market financing included common shares, pre-funded warrants, and additional warrants. |
| Jun 26 | Annual earnings | Positive | +3.7% | Annual revenue increased 107%, gross profit turned positive, and net loss narrowed. |
| Jun 22 | Earnings call scheduling | Neutral | +14.4% | Company scheduled its fiscal-year results conference call and webcast for June 26. |
24h Move is the share-price change in the day after each event; other market factors may also have contributed.
The stock aligned with the direction of its two recent earnings events and offering announcement, while conference-call scheduling notices diverged.
Key Terms
fully diluted basis financial
warrants financial
intellectual property transfer agreement regulatory
glioblastoma medical
AI-generated analysis. How Rhea-AI works. Not financial advice.
Beyond Air to receive shares representing
Beyond Air eligible to receive up to
GARDEN CITY, N.Y., Aug. 25, 2026 (GLOBE NEWSWIRE) -- Beyond Air, Inc. (NASDAQ: XAIR) today announced that they have entered into a definitive agreement under which UNIVO Pharmaceutical Industries Ltd (“UNIVO”) Univo Pharmaceutical Industries Ltd. ("UNIVO"), a public company whose shares are listed for trading on the Tel Aviv Stock Exchange (TASE:UNVO), will acquire control over the outstanding shares of NeuroNOS Israel Ltd. (“NeuroNOS”), a biopharmaceutical company focused on developing treatments for neurological disorders and neuro-oncology. The transaction is intended to provide NeuroNOS with dedicated resources, funding and strategic focus to advance its pipeline candidates targeting complex neurological disorders, including Autism Spectrum Disorder (ASD), brain cancers including Glioblastoma (GBM), and Alzheimer's disease.
Currently, Beyond Air, through its wholly owned Irish subsidiary, NeuroNOS Limited, holds 5,000,000 ordinary shares of NeuroNOS, representing approximately
Separately, under an intellectual property transfer agreement between Beyond Air and NeuroNOS Beyond Air will transfer to NeuroNOS certain intellectual property rights and other assets relating to NeuroNOS’s development programs, in consideration for development and commercial milestone payments up to
“This transaction marks an important next chapter for NeuroNOS and reflects our confidence in the science and the potential of its pipeline. By combining NeuroNOS with UNIVO, we are creating 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. We are proud of what has been built at NeuroNOS and look forward to remaining aligned with its progress as a UNIVO shareholder and long-term partner,” said Robert Goodman, Chief Executive Officer of Beyond Air.
The transaction is expected to close following satisfaction of the conditions set forth in the definitive agreement, including applicable board and shareholder approvals, regulatory and stock exchange approvals, completion of the contemplated investment and other customary closing conditions.
About NeuroNOS
NeuroNOS is an Israeli biopharmaceutical company developing innovative treatments for neurodevelopmental disorders, neurodegenerative diseases and brain tumors. The company specializes in small molecules that cross the blood-brain barrier to regulate nitric oxide (NO) levels in the brain, including through inhibition of the nNOS (Neuronal Nitric Oxide Synthase) enzyme. NeuroNOS’s development pipeline includes BA-102, being developed for indications within the autism spectrum disorder (ASD) space, including Phelan-McDermid syndrome, as well as for Alzheimer’s disease, and BA-101, being developed for the treatment of glioblastoma. Both product candidates are currently in preclinical research and development and have not yet been approved for marketing. In 2025, the U.S. Food and Drug Administration granted orphan drug designation to BA-102 for the treatment of Phelan-McDermid syndrome and to BA-101 for the treatment of glioblastoma. NeuroNOS’s operations are led by Amir Avniel and Prof. Haitham Amal, Chief Scientist, with expertise in nitric oxide pathways and brain disorders, together with a multidisciplinary research, development, clinical, regulatory and quality team, and a Scientific Advisory Board that includes Nobel Prize in Chemistry laureates Prof. Roger Kornberg and Prof. Dan Shechtman. For more information, please visit https://www.neuro-nos.com.
About Beyond Air®, Inc.
Beyond Air is a commercial-stage medical device and biopharmaceutical company dedicated to harnessing the power of endogenous and exogenous nitric oxide (NO) to improve the lives of patients suffering from respiratory illnesses, neurological disorders, and solid tumors. The Company has received FDA approval and CE Mark for its first system, LungFit PH, for the treatment of term and near-term neonates with hypoxic respiratory failure. For more information, visit www.beyondair.net.
Forward Looking Statements
This press release contains “forward-looking statements,” including statements regarding the anticipated acquisition of NeuroNOS by UNIVO; the expected ownership of UNIVO by Beyond Air following closing; the contemplated investment in UNIVO; the potential development and commercial milestone payments to Beyond Air; the anticipated timing and satisfaction of closing conditions; the advancement, development, regulatory approval and commercialization of NeuroNOS product candidates; and the potential benefits of the transaction. Forward-looking statements include statements about expectations, beliefs, intentions, plans, strategies or prospects and can be identified by words such as “expects,” “plans,” “anticipates,” “believes,” “intends,” “projects,” “targets,” “will,” “may,” “could,” “should” and similar expressions. These statements are subject to risks and uncertainties that could cause actual results to differ materially, including the possibility that the transaction may not close on the anticipated terms or at all; required corporate, regulatory, stock exchange or other approvals may not be obtained; the contemplated financing or other closing conditions may not be satisfied; milestone events may not be achieved; NeuroNOS product candidates may not successfully complete pre-clinical or clinical development or obtain regulatory approval; additional capital may be required; intellectual property may not be successfully protected; and competition, collaborator dependence and other risks described in the “Risk Factors” section of Beyond Air’s most recent Annual Report on Form 10-K and its other filings with the Securities and Exchange Commission. Forward-looking statements speak only as of the date they are made. Beyond Air undertakes no obligation to update or revise these forward-looking statements except as required by applicable law.
CONTACTS:
Investor Relations contacts
Corey Davis, Ph.D.
LifeSci Advisors, LLC
Cdavis@lifesciadvisors.com
(212) 915-2577
