Funding agreements cover up to approximately 85% of Invion’s clinical trial costs
Invion Limited (ASX: IVX) has entered into two binding financing agreements, with Point8 Capital Pty Ltd (Point8) and Rockford RDF Pty Ltd ATF the Rockford RDF Unit Trust (Rockford Capital), that are expected to collectively cover up to approximately 85% of its clinical trial costs. The announcement was released on 21 October 2026.
The arrangements are expected to cover the ongoing non-melanoma skin cancer (NMSC) trial and the upcoming anogenital cancer trial. Funds are released when invoices from clinical research organisations (CROs) fall due, which shifts a large share of trial costs away from Invion’s own cash for a clinical-stage company.
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How the two facilities work
The financing comprises two separate facilities. Point8 will fund 50% of CRO invoices, while Rockford Capital will fund up to circa 35% of the total invoice amount.
Point8 Co-Funding Deed: up to A$25 million
Under the binding Co-Funding and Option Deed (Point8 Co-Funding Deed), Point8 has committed to a multi-year co-funding facility of up to A$25 million. It will contribute half of each clinical milestone payment, based on matched funding from the R&D Tax Incentive (RDTI) and Invion. Invion intends to draw on the facility in a staged process based on clinical scope and selection.
In consideration, Invion will grant Point8 (or its nominee) 11,055,313 unlisted options to acquire Invion shares. This equals 10% of Invion’s total issued share capital as at the date of the deed, calculated on a non-diluted basis.
The grant of the options is conditional on Invion obtaining shareholder approval under ASX Listing Rule 7.1.
Rockford Capital Facility Documents: up to A$7.5 million
Under the binding secured loan agreement and security deed (Rockford Capital Facility Documents), Rockford Capital has committed to an RDTI financing facility of up to A$7.5 million (in aggregate) in FY27 and FY28. It is designed to let Invion fund its share of CRO invoices ahead of receiving RDTI refunds.
The borrowing base is 80% of the refundable RDTI offset, equivalent to approximately 34.8% of eligible R&D expenditure.
| Feature | Point8 | Rockford Capital |
|---|---|---|
| Facility size | Up to A$25 million | Up to A$7.5 million (in aggregate) in FY27 and FY28 |
| Share of invoices funded | 50% of CRO invoices | Up to circa 35% of total invoice amount |
| Structure | Multi-year co-funding facility, based on matched funding from RDTI and Invion | RDTI financing facility with a borrowing base of 80% of the refundable RDTI offset |
| Key condition | Grant of options subject to shareholder approval under ASX Listing Rule 7.1 | Drawdowns subject to (amongst other conditions) Point8 contribution received in cleared funds, or sufficient Invion cash |
| Consideration | 11,055,313 unlisted options (10% of issued share capital, non-diluted) | Interest of 16.0% a year, drawdown fee of 1.50%, and arrangement fee of A$50,000 in shares |
Understanding the R&D Tax Incentive and option terms
The refundable R&D Tax Incentive (RDTI) offset is a refund tied to a company’s eligible research and development spending. Because the refund arrives after the spending occurs, bridging finance against it lets a company pay CRO invoices when they fall due rather than waiting for the refund.
Options give the holder the right, but not the obligation, to buy shares at a set price. For existing shareholders, a vesting structure tied to Phase 3 matters because the Point8 options can only be exercised if a trial candidate reaches that stage and funding is provided.
The key terms of the Point8 options are:
- Exercise price: $0.03639, being the volume weighted average price (VWAP) of Invion shares on ASX over the five trading days immediately preceding the effective date of the Point8 Co-Funding Deed.
- Term: five years from the date of grant, being the date shareholder approval is obtained, after which any unexercised options automatically lapse.
- Exercise condition: a clinical trial candidate under the programme successfully reaching Phase 3 of clinical development, and funding being provided under the facility.
- Vesting: the number of options vesting on each drawdown is calculated by the formula A = (B/C) x D, where B is the drawdown amount, C is $25,000,000, and D is the total number of options held by Point8 (and its nominees, in aggregate). Fractions are rounded up.
The Point8 Co-Funding Deed continues until the options lapse in full and the facility is fully drawn, repaid or terminated. It can be terminated earlier for an unremedied material breach following 10 business days’ written notice, and termination does not affect options already validly granted.
Rockford Capital terms investors should know
Key terms of the Rockford Capital Facility Documents include:
- Interest rate: 16.0% a year, with a drawdown fee of 1.50% of each amount advanced.
- Maturity: each tranche matures on the earlier of receipt of the refundable RDTI offset for the relevant income year and 12 months after the end of that income year, with a final maturity date of 30 April 2029.
- Security: a first ranking security interest over Invion’s refundable RDTI offset receivables, plus a featherweight security over Invion’s assets on customary terms.
- Drawdown conditions: either the Point8 contribution has been received in cleared funds, or Invion holds sufficient cash to pay the CRO invoice in full after deducting the balance of the drawdown. Drawdowns are aligned to CRO invoice payment dates, not invoice issue dates.
Invion has also agreed to issue shares equal to A$50,000 as an arrangement fee, at an issue price of $0.03639, being the five-day VWAP immediately preceding the date of the Rockford Capital Facility Documents. This equates to 1,374,003 shares.
The share issue is subject to shareholder approval under ASX Listing Rule 7.1. If approval is not obtained, Rockford Capital may elect to withdraw any undrawn funding or have the arrangement fee paid in cash.
The $0.03639 figure appears in both transactions, but each is based on a different five-day window. The Point8 figure precedes the effective date of the deed, while the Rockford Capital figure precedes the date of the Facility Documents.
Investment thesis: de-risking the path to Phase 3
The two facilities are expected to reduce Invion’s reliance on equity raisings to meet trial costs. Point8’s options can only be exercised if a trial candidate reaches Phase 3 and funding is provided, which links the consideration to clinical progress.
The funding depends on both counterparties complying with their obligations. The announcement states there is no assurance that funding will be received or that it will not be withdrawn, subject to the terms of the documents.
Clinical pipeline and next steps
Invion is planning to advance its NMSC trial to Phase II, as announced to the market on 19 October 2026. The company has also partnered with the Peter MacCallum Cancer Centre to commence an anogenital trial in the coming year.
The Phase II plan follows a Phase 1 INV043 readout that reported a 79% disease control rate across 14 patient readouts, with no serious adverse events or pain recorded.
The United States Food and Drug Administration (FDA) granted Orphan Drug Designation to Invion’s lead drug candidate, INV043, for the treatment of anal cancer.
The next milestone is shareholder approval under ASX Listing Rule 7.1, which is required for both the Point8 option grant and the Rockford Capital arrangement fee shares. The announcement does not disclose a meeting date.
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