Passage Bio shares plunged 16% after-hours on news of an all-stock merger with privately-held Remix Therapeutics, giving shareholders about 7% of the combined company plus contingent value rights on out-licensed gene therapy assets. Oversubscribed $100 million private placement and cash runway through 2028 support operations until the Q4 2026 close.
Passage Bio has entered an all-stock merger with privately-held Remix Therapeutics that will result in Remix becoming the surviving entity. Pre-merger Passage Bio shareholders will own approximately 7% of the combined company and receive contingent value rights tied to proceeds from out-licensed gene therapy assets.
Remix is raising $100 million through an oversubscribed private placement led by Decheng Capital. The combined entity is projected to have sufficient cash to fund operations into 2028.
The merger shifts strategic focus to Remix’s small-molecule RNA-modulating pipeline, highlighted by lead candidate REM-422, an oral MYB inhibitor in Phase 1/2 trials for adenoid cystic carcinoma and an early-stage study in acute myeloid leukemia. Development of the REMaster platform will continue to identify novel oncology therapies.
The combined company will trade on Nasdaq under the ticker RMTX and will be led by Remix’s current CEO Peter Smith. The transaction is expected to close in the fourth quarter of 2026, subject to standard shareholder approvals and regulatory conditions.
