SPV, CERO 1236, to raise capital directly into subsidiary and not dilute existing SRX Global shareholders
Proposed acquisition expected to accelerate development of CERo's lead product candidate, CER-1236, for hematologic malignancies
NORTH PALM BEACH, Fla., Oct. 07, 2026 (GLOBE NEWSWIRE) -- SRX Global Inc. (NYSE American: SRXH) (the "Company" or "SRX"), an AI-enabled platform dedicated to generating long-term shareholder value through investments in high-conviction operating companies and strategic assets, today announced that it has entered into definitive purchase agreement under which CERo Therapeutics, the operating subsidiary of CERo Therapeutics Holdings, Inc. (OTCQB: CERO) ("CERo Holdings" and, together with CERo Therapeutics, "CERo"), an innovative cellular immunotherapy company advancing the next generation of engineered T cell therapeutics that employ phagocytic mechanisms, will become a wholly owned subsidiary of SRX Global.
The pending transaction is expected to accelerate the advancement of CERo's clinical programs. The combination of Cero and the CERO 1236 SPV is expected to benefit from enhanced access to capital. The transaction combines SRX Global's public company infrastructure with CERo's innovative oncology platform.
Chief Executive Officer of SRX Global Inc., Kent Cunningham stated, "This proposed acquisition reflects our strategy of investing in high-conviction operating companies with meaningful long-term value creation potential. CERo's differentiated approach to engineered T cell therapeutics, and the clinical progress the team has made with CER-1236, make it a compelling addition to our platform. We expect this transaction to give CERo enhanced access to capital and broader operational resources to support continued advancement of CER-1236 and its broader R&D efforts, while providing SRX shareholders exposure to an innovative oncology asset."
CERo Chief Executive Officer, Chris Ehrlich added, "This proposed transaction represents an important development for CERo and our mission to develop potentially life-prolonging therapies for patients experiencing rare and difficult-to-treat cancers. By becoming part of SRX, we expect CERo Therapeutics to benefit from broader operational resources that can support the continued advancement of CER-1236 and our broader R&D efforts. We believe the proposed transaction provides a stronger platform from which to execute our clinical development strategy and create long-term value for patients and shareholders."
Under the terms of the proposed transaction, Andrew ("Al") Kucharchuk, currently CERo Chief Financial Officer, is expected to serve as President of and primary executive of CERo Therapeutics following the closing of the proposed transaction. Chris Ehrlich and current CERo director Brian Atwood are each expected to serve on the CERo Therapeutics Board of Directors and as Special Advisors to the President. This leadership structure is intended to provide continuity for CERo Therapeutics operations.
To date, CERo has reported treating six patients in the ongoing Phase 1 CERTAIN-T trial. In the most recent cohort of three patients, CER-1236 was administered at an increased dose level, with no dose-limiting toxicities ("DLTs") observed during the DLT assessment period. As previously reported, CERo has also observed expansion of infused CER-1236 cells following administration, and CERo continues to evaluate the pharmacokinetic and pharmacodynamic profile of CER-1236 as the study advances through dose escalation. These clinical results are preliminary and are not sufficient to establish the safety or efficacy of CER-1236.
CERo has initiated the third planned cohort of the CERTAIN-T study, which is expected to evaluate the planned one billion cells/patient protocol and is currently screening patients for enrollment. The cohort is also expected to include patients with myelodysplastic syndromes ("MDS") and myelofibrosis ("MF"), reflecting CERo's strategy to further evaluate CER-1236 in additional myeloid disease settings.
About the CERTAIN-T Trial
The first-in-human, multicenter, open-label Phase 1/1b CERTAIN-T study is designed to evaluate the safety, tolerability, pharmacokinetics, pharmacodynamics, and preliminary clinical activity of CER-1236 in patients with hematologic malignancies. The study initially enrolled patients with acute myeloid leukemia ("AML"), including relapsed/refractory AML, measurable residual disease AML, and newly diagnosed TP53-mutated AML, and has since expanded to include transfusion-dependent myelodysplastic syndromes ("TD-MDS"), high-risk myelodysplastic syndromes ("HR-MDS"), and post-JAK inhibitor myelofibrosis ("MF"). Primary endpoints include safety and tolerability. Secondary endpoints include pharmacokinetics and measures of clinical response, including overall response rate ("ORR"), complete response ("CR"), composite complete response ("cCR"), and measurable residual disease ("MRD").
About SRX Global Inc.
SRX Global is an AI-driven platform focused on generating long-term shareholder value through investments in high-conviction operating companies, strategic assets, and technology-enabled opportunities. The Company leverages proprietary technology, data analytics, and disciplined capital allocation to identify and manage investments across multiple sectors.
About CERo Therapeutics Holdings, Inc.
CERo Therapeutics Holdings, Inc. is an innovative immunotherapy company advancing the development of engineered T cell therapeutics for the treatment of cancer. The company's proprietary approach to T cell engineering is designed to integrate characteristics of innate and adaptive immunity into a single therapeutic construct intended to engage multiple immune mechanisms against cancer. CERo refers to these engineered cells as Chimeric Engulfment Receptor T cells ("CER-T").
CERo's lead investigational product candidate, CER-1236, is being evaluated in hematologic malignancies.
Forward-Looking Statements
This communication contains forward-looking statements within the meaning of applicable securities laws. These statements include, without limitation, statements regarding the proposed transaction, including its expected timing and completion, the satisfaction of closing conditions and the go-ship process, the anticipated benefits of the proposed transaction to SRX Global and CERo, the clinical development, safety profile, pharmacokinetic and pharmacodynamic characteristics, therapeutic potential, and future evaluation of CER-1236; the progression, design, and enrollment of the CERTAIN-T trial; planned cohort expansion and dose escalation; and SRX Global's and CERo's development strategy and objectives. These statements are based on current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements.
Risks and uncertainties related to the proposed transaction include, among others, the possibility that the transaction is not completed on the anticipated timeline or at all; that the go-shop process results in a superior proposal and the termination of the purchase agreement, including the payment of termination fees; the failure to satisfy closing conditions, including those related to CERo Holdings' preferred stock; changes in the value or liquidity of SRX common stock issued as consideration; disruption to CERo Therapeutics' operations, personnel and business relationships; and the risks inherent in the clinical development of CER-1236, an investigational product candidate. Certain risks that could cause actual results to differ are set forth in SRX Global's and CERo's respective filings with the Securities and Exchange Commission, including their most recent Annual Reports on Form 10-K and subsequent Quarterly Reports on Form 10-Q, and the documents incorporated by reference therein. The risks described in these filings are not exhaustive. Forward-looking statements are not guarantees of performance, and undue reliance should not be placed on such statements. SRX Global undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.
Company Contact:
SRX Global Inc.
Kent Cunningham, Chief Executive Officer
Investor Contact:
KCSA Strategic Communications
Valter Pinto, Managing Director
212-896-1254
