Why Is Next Science Delisting After Selling Almost All Assets?
Next Science Limited has applied for voluntary delisting from the ASX following the sale of nearly all its assets to OSARTIS GmbH. The company proposes a capital return to shareholders and intends to commence winding up after delisting.
- Sale of substantially all assets to OSARTIS GmbH completed in September 2025
- Formal application submitted for voluntary delisting from ASX, pending shareholder approval
- Proposed capital return to shareholders via equal capital reduction
- Plans to commence voluntary winding up process post-delisting
- Shares to trade off-market after delisting, with suspension expected if compliance not met
Background and Transaction
Next Science Limited (ASX, NXS), a medical technology company, announced on 23 December 2025 its intention to voluntarily delist from the Australian Securities Exchange (ASX). This follows the completion of a significant transaction in September 2025, where Next Science sold substantially all of its assets and subsidiaries to OSARTIS GmbH, a company within the Demetra group.
The asset sale effectively leaves Next Science without ongoing business operations or plans to pursue new ventures, prompting the company to reconsider its status as a publicly listed entity.
Delisting Proposal and Shareholder Approval
Next Science has formally applied to the ASX for removal from the official list, a process contingent on shareholder approval at an extraordinary general meeting (EGM) scheduled for 28 January 2026. The company has outlined a detailed timetable and conditions for delisting, including the completion of a capital return to shareholders.
The ASX has indicated conditional support for the delisting, requiring that the removal not occur before the capital return is fully paid and that shareholders receive comprehensive disclosures about the winding up process and key dates.
Capital Return and Winding Up
Central to the delisting plan is a capital return via an equal capital reduction, designed to allow shareholders to realise most of their economic interest in the company. A portion of funds will be retained to cover administrative costs, winding up expenses, and contingencies.
Following delisting, Next Science intends to commence a voluntary winding up process, subject to further shareholder approval. This will involve appointing a liquidator to manage the company’s affairs and distribute any remaining funds to shareholders.
Implications for Shareholders and Market
Once delisted, Next Science shares will no longer be traded on the ASX, limiting liquidity to off-market private transactions. The company will also be relieved of many compliance and reporting obligations associated with ASX listing, including continuous disclosure requirements and corporate governance standards.
Shareholders should note that if Next Science fails to demonstrate compliance with ASX Listing Rule 12.1 by 2 January 2026, the company’s securities will be suspended, further restricting trading options.
Rationale Behind Delisting
Next Science cites the absence of ongoing business activities and the high costs of maintaining a public listing as primary reasons for the delisting. The company believes that the administrative and compliance burdens outweigh the benefits of remaining on the ASX, especially given the lack of need to raise capital.
Bottom Line?
Next Science’s delisting marks the end of its public market journey, shifting shareholder focus to capital returns and winding up outcomes.
Questions in the middle?
- What will be the exact amount returned to shareholders after costs and contingencies?
- How will off-market trading liquidity affect shareholder value post-delisting?
- Could any shareholder legal challenges delay or alter the delisting and winding up timeline?
