Jupiter Neurosciences Inc. (NASDAQ: JUNS) announced it has entered into a term sheet to acquire exclusive U.S. licensing rights to ALA-002, a MDMA-based therapeutic from PharmAla Biotech Holdings Inc..

Under the proposed agreement, Jupiter would pay PharmAla an upfront payment of $3.33 million, consisting of $1.50 million in cash and $1.83 million in JUNS common stock at closing. The shares would be subject to a 120-day lock-up period. Additional development milestone payments and single-digit royalties are included in the terms.

Jupiter deposited $600,000 into an escrow account upon execution of the term sheet, which will be credited against the upfront cash payment. If a definitive agreement is not executed within 90 days, PharmAla would receive the escrowed amount as a reverse termination fee.

ALA-002 is described as a patented, non-racemic MDMA formulation recognized by the FDA as a Novel Chemical Entity. The company states it has been engineered to improve cardiovascular safety and reduce abuse liability compared to racemic MDMA while preserving therapeutic properties.

The announcement references an April 18, 2026 Executive Order signed by President Trump titled "Accelerating Medical Treatments for Serious Mental Illness," which directs the FDA and DEA to expand access to investigational psychedelic therapies. The order includes provisions for a Right to Try pathway, priority review vouchers, $50 million in federal funding through ARPA-H, and cross-agency coordination.

"This proposed transaction is strategically aligned with Jupiter's long-term focus on CNS innovation and the development of therapies intended to address longevity, brain health, neuroplasticity, and serious neuropsychiatric conditions," said Christer Rosén, Chairman and CEO of Jupiter Neurosciences.

The transaction remains subject to completion of due diligence, negotiation of definitive agreements, regulatory approvals, and other customary closing conditions. D. Boral Capital, LLC is serving as financial advisor to Jupiter Neurosciences.