At the special meeting held in Cambridge and Montreal on January 12, 2026, 99.76% of Repare Therapeutics shareholders present in person or by proxy voted in favor of the statutory plan of arrangement under which XenoTherapeutics, Inc. and Xeno Acquisition Corp. will acquire all issued and outstanding common shares. Excluding votes required to be excluded under Multilateral Instrument 61-101, the same 99.76% approval rate was recorded. In addition, on a non-binding advisory basis, 99.34% of votes supported the compensation packages for Repare’s named executive officers related to the transaction, and 99.75% backed voluntary liquidation and the appointment of KPMG LLP (or another nationally recognized liquidator) should the deal not close.

The arrangement remains subject to final approval by the Superior Court of Québec and customary closing conditions, including regulatory clearances and absence of material litigation. A hearing for the court’s final order is scheduled for January 23, 2026, with the transaction expected to close on or about January 28, 2026, assuming all conditions are met. Termination provisions provide for company dissolution only with a near-unanimous shareholder vote and court sanction.

Repare Therapeutics, a precision oncology company leveraging synthetic lethality to target genomic instability, will transition under XenoTherapeutics, a non-profit research foundation focused on xenotransplantation. Investors should note that Repare’s clinical pipeline includes RP-3467, a Phase 1 Polθ ATPase inhibitor, and RP-1664, a Phase 1 PLK4 inhibitor. The acquisition aims to preserve ongoing trials and may unlock non-dilutive funding sources for these programs, potentially accelerating enrollment and broadening access to novel DNA damage repair therapies.

Post-closing, Repare shareholders will no longer have equity in the company, shifting oversight to Xeno’s board. Key risks include potential delays in court approval, the impact of transaction-related restrictions on business operations, and possible litigation by dissenting investors or third parties. Management highlights that routine operations and patient dosing in ongoing trials are expected to continue without interruption, but underscores that receipt of necessary approvals and satisfaction of closing conditions remain pivotal to realizing anticipated strategic and financial benefits.