Passage Bio to merge with Remix Therapeutics in $226 million all-stock deal
Passage Bio, Inc. has agreed to merge with Remix Therapeutics, Inc., with Remix's shareholders receiving shares of Passage common stock based on a formula valuing Remix at $226 million and Passage at approximately $20 million. The transaction includes a concurrent financing of at least $99.929 million and is expected to close by December 24, 2026, after which Passage will be renamed Remix Therapeutics, Inc. and Peter Smith, Remix's CEO, will lead the combined company.
Key facts
- Remix equity value: $226 million
- Passage equity value: approximately $20 million
- Concurrent financing: at least $99,929,000
- Remix shareholders holding ~93% committed to support agreement as of June 24, 2026
- Passage shareholders holding ~1% committed to support agreement as of June 24, 2026
- Outside termination date: December 24, 2026 (extendable 90 days for Registration Statement)
- Peter Smith (Remix CEO) to become CEO of combined company
- Combined company board: 9 members, all designated by Remix
- Termination fees: $17.5 million (Remix to Passage) and $1.548 million (Passage to Remix)
Why it matters
Remix has secured control of the combined entity with all board seats and will deploy Passage's cash ($5 million target net cash) alongside new investor capital to advance its pipeline, particularly the REM-422 program, while Passage shareholders face significant dilution and will hold a minority stake in the renamed entity.
Share
Derived from 8-K filed 2026-06-24. Not investment advice. View the source filing on SEC.gov →