Market Moves

The company behind the Argus II retinal implant is heading back to Nasdaq via reverse merger with ClearOne

The Argus II retinal implant gave phosphene-level vision to people who had gone blind from retinitis pigmentosa, and remains, per its maker’s announcing press release, the only medical device the US Food and Drug Administration has ever approved to treat a rare form of blindness. That maker, formerly Second Sight Medical Products and now known as Cortigent, is heading back to Nasdaq under its own ticker. On 2 July 2026, Vivani Medical (Nasdaq: VANI) announced that its wholly-owned subsidiary Cortigent, Inc. will combine with Nasdaq-listed ClearOne, Inc. (Nasdaq: CLRO) in an all-stock reverse merger, per a GlobeNewswire release distributed the same day at 08:00 Eastern Time. As of publication, no Form 8-K disclosing the merger agreement has been filed with the Securities and Exchange Commission by either issuer; the analysis below draws on the press release as primary source and will be updated once the definitive merger 8-K reaches EDGAR.

The combined company will be renamed Cortigent Holdings, Inc. (d/b/a Cortigent) and is expected to trade under the ticker CRGT. The stock consideration is a fixed 12,500,000 ClearOne common shares issued to Vivani, and Cortigent will merge into a wholly-owned MergerSub of ClearOne, with Cortigent surviving as a wholly-owned subsidiary of the combined company. Post-close ownership is disclosed as ranges: Vivani will hold between 59.4 and 67.5 per cent of the combined company, and former ClearOne shareholders will hold between 12.7 and 14.4 per cent, with the balance going to participants in a concurrent registered offering. The financing is described in the release as a Form S-1 registered offering of between 10 million and 15 million US dollars, listed as an explicit closing condition alongside stockholder approvals, minimum net cash, and continued Nasdaq listing. Expected closing is in the third quarter of 2026. Both boards unanimously approved the transaction. ThinkEquity is named as sole financial advisor to Vivani. No advisor for ClearOne, no legal counsel on either side, no cash consideration, no contingent value rights, no lock-up agreements, and no post-close board composition are named in the release. Any of those items will appear in the subsequent 8-K filing and the eventual Form S-4 registration statement. Vivani chief executive Adam Mendelsohn, PhD is quoted in the release describing the transaction as the culmination of years of work to establish the neurostimulation technology acquired from Second Sight Medical Products as a separate publicly listed company. Cortigent chief executive Jonathan Adams is quoted describing the planned financing as enabling accelerated development of the Orion cortical stimulation system and a separate device for arm and hand mobility recovery following partial paralysis due to stroke. Vivani chief business officer and corporate secretary Donald Dwyer, together with ClearOne chief financial officer Simon Brewer, are the executives who have signed the parties’ most recent SEC filings.

What Cortigent is and how it got here

Cortigent is the visual cortical prosthesis company that carries forward the technical and regulatory lineage of Second Sight Medical Products. Second Sight developed the Argus II epiretinal implant, which received Humanitarian Device Exemption H110002 from the US FDA on 13 February 2013 for retinitis pigmentosa. Second Sight subsequently combined with Nano Precision Medical, with the combination becoming effective 30 August 2022 and reported to the SEC in a Form 8-K filed 2 September 2022 that renamed the public entity Vivani Medical, Inc. Cortigent became the visual-prosthesis subsidiary of Vivani, and the HDE approval was subsequently updated to name Cortigent, Inc. as the applicant of record on the Argus II retinal prosthesis system. Vivani’s other principal programme is built on its NanoPortal implantable drug-delivery platform, currently focused on GLP-1 implants for chronic weight management.

The Orion cortical stimulation system, Cortigent’s lead device, has been awarded FDA Breakthrough Device Designation and completed a six-year early feasibility study in 2025 with what the release describes as promising tolerability and clinical activity results. Orion stimulates the visual cortex directly through an implanted electrode array, bypassing the retina and optic nerve to evoke phosphene percepts in individuals with acquired blindness. Cortigent is the primary commercial actor in the visual cortical prosthesis category that Inside BCI’s 30 June 2026 Chalmers-led Nature Reviews Bioengineering piece identified as the vision half of the cortical microstimulation as one engineering discipline thesis. The release also names a new Cortigent programme in stroke-related motor rehabilitation applying the same core cortical-stimulation technology to arm and hand mobility recovery following partial paralysis.

What ClearOne brings to the deal

ClearOne, Inc. is a Nasdaq-listed audio and video conferencing equipment company that has been shrinking its operating footprint. In a Form 8-K filed 30 October 2025 (accession number 0001753926-25-001667), ClearOne disclosed the sale of a significant portion of its intellectual property, product inventory, and non-exclusive rights to customer data to Biamp Systems, LLC, a Delaware limited liability company, for a gross purchase price of three million US dollars, with net proceeds allocated to the redemption of ClearOne’s Class A Redeemable Preferred Stock. The Biamp transaction reduced ClearOne to a listed shell with limited continuing operations, positioning it structurally for the current reverse merger. The reverse-merger structure means the ClearOne entity legally survives the transaction and is renamed to Cortigent Holdings, Inc., while Cortigent merges into a ClearOne MergerSub and becomes a wholly-owned subsidiary of the combined company. Reverse-merger transactions of this pattern are typically used when a private or subsidiary company with substantive intellectual property and clinical progress can reach public markets more efficiently by using an existing listed vehicle than by filing its own S-1 registration statement as a de-novo initial public offering.

Where this sits among listed BCI companies

Public-market BCI comparables are limited. Synchron, Neuralink, Paradromics, Precision Neuroscience, Neuracle and Motif Neurotech are all currently private. Butterfly Network went public via a special-purpose acquisition company merger with Longview Acquisition Corp. that closed in February 2021 and lists on the New York Stock Exchange as BFLY; its Ultrasound-on-Chip platform now underpins the Aleph Neuro and Forest Neurotech ultrasonic-BCI programmes that Inside BCI has covered separately. ONWARD Medical is listed on Euronext Brussels and Amsterdam. Control Bionics is listed on the Australian Securities Exchange as CBL. Neuracle’s STAR Market IPO prospectus was accepted by the Shanghai Stock Exchange on 11 June 2026, and BrainCo filed a confidential Hong Kong Stock Exchange listing in January 2026. The Cortigent Holdings listing under the expected CRGT ticker would add a US-listed visual cortical prosthesis pure-play to that cohort.

Cortigent’s own commercial cohort is smaller. Nano Retina, the Israeli retinal-prosthesis company, targets a different clinical anatomy. Pixium Vision, the French retinal-prosthesis company, saw its PRIMA sub-retinal photovoltaic implant acquired by Science Corporation, which is now pursuing CE Mark for that programme with no US FDA approval yet on file. Bionic Vision Australia is a University of Melbourne-led consortium, distinct from the separate Monash Vision Group’s Gennaris cortical-prosthesis programme. The visual cortical prosthesis category specifically has few commercial actors outside Cortigent, which is precisely why the Chalmers-led Nature Reviews Bioengineering review Inside BCI covered on 30 June 2026 identifies Cortigent as its default reference commercial entity.

What to watch

The first signal is the actual Form 8-K filing by both Vivani and ClearOne disclosing the definitive merger agreement. That filing will materially expand the disclosed record: post-merger board composition, post-merger chief executive of Cortigent Holdings, lock-up agreements, voting agreements, termination fees, any go-shop provisions, and the identity of ClearOne’s own advisors. Any of those items are absent from the current press release.

The second signal is the successful close of the concurrent 10 to 15 million dollar Form S-1 registered offering alongside the reverse merger. The release explicitly conditions the deal on that financing. The identity of the lead investor in that offering will be an early commercial signal.

The third signal is the Orion clinical progress in the year following the transaction close. The Orion early feasibility study ended in 2025; a pivotal or expanded feasibility trial following the merger would convert the deal from a public-market listing event into a public-market clinical-development event. The stroke-related motor rehabilitation programme Adams mentioned in the release is a separate signal to track for a first-in-human milestone.

The fourth signal is whether the reverse-merger structure produces follow-on transactions in the visual cortical prosthesis category. If Cortigent Holdings trades at a premium reflecting scarcity of pure-play visual-BCI comparables, that premium would produce commercial incentives for adjacent programmes to consider similar public-market routes.

Sources

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