This is a transformative reverse merger that effectively replaces Passage Bio with Remix Therapeutics. Traders should view this as a new entity with a different pipeline and management. The key catalyst is the successful closing of the merger and the concurrent PIPE, which provides the combined company with a substantial cash runway. Monitor the stockholder votes and regulatory approvals for the merger.
Price Chart
Executive Summary
Passage Bio (PASG) is acquiring Remix Therapeutics in a reverse-merger transaction valued at $226M for Remix's equity, with a concurrent $99.9M PIPE financing. The combined company will operate under the Remix name and pipeline, with Passage's existing assets (Legacy Assets) being divested and their proceeds distributed to Passage's pre-merger shareholders via Contingent Value Rights (CVRs). This is a transformative event that effectively replaces Passage's business with Remix's, making it a new entity for investors.
Key Financial Metrics
Key Facts
- Passage Bio is acquiring Remix Therapeutics via a two-step merger, with Remix valued at $226M in equity.
- A concurrent PIPE financing of at least $99.9M is being raised to fund the combined company.
- Passage's existing assets (Legacy Assets) will be sold, with proceeds distributed to pre-merger Passage shareholders through CVRs.
- The combined company will be named Remix Therapeutics, Inc., and Passage's current management will be replaced by Remix's team.
- The transaction requires approval from both Passage and Remix stockholders, with a target closing by December 24, 2026.
Financial Impact
Remix equity valued at $226M; concurrent PIPE of at least $99.9M; Passage equity valued at $20M.
Risk Factors
- The merger may fail to close if stockholder votes or regulatory approvals are not obtained.
- The Legacy Asset Disposition may not be completed, or the CVRs may pay out zero.
- The combined company's pipeline (Remix's) is still pre-commercial and carries clinical and regulatory risk.
- The concurrent PIPE may not close, leaving the combined company undercapitalized.
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 3 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0001140361-26-035515 |
| Document: ef20081513_ex10-6.htm | 0001140361-26-035515 |
| Document: ef20081513_ex10-4.htm | 0001140361-26-035515 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Sep 3, 2026 29d ago | S-4/A / 425 | $4.75 $5.00 | ▼ −5.26% | ▼ −6.41% | $4.33 (+8.84%) |
Sep 3, 2026 29d ago | 8-K | $4.75 $5.00 | ▲ +5.26% | ▲ +6.41% | $4.33 (−8.84%) |
Jun 24, 2026 14w ago | 425 | $4.33 $4.58 | ▼ −5.77% | ▼ −4.21% | $4.33 (+0.00%) |
Jun 24, 2026 14w ago | 425 | $4.33 $4.58 | ▼ −5.77% | ▼ −4.21% | $4.33 (+0.00%) |
Jun 24, 2026 14w ago | 8-K | $4.33 $4.58 | ▼ −5.77% | ▼ −4.21% | $4.33 (+0.00%) |
May 27, 2026 18w ago | 8-K | $5.71 $6.00 | ▼ −5.08% | ▼ −4.76% | $4.33 (+24.17%) |
Apr 20, 2026 23w ago | 8-K | $6.25 $5.71 | ▼ −8.64% | ▼ −9.55% | $4.33 (−30.72%) |
Apr 20, 2026 23w ago | Press Release | $6.25 $5.71 | ▼ −8.64% | ▼ −9.55% | $4.33 (−30.72%) |
Apr 7, 2026 25w ago | DEFA14A | $8.22 $10.86 | ▲ +32.20% | ▲ +26.87% | $4.33 (−47.29%) |
Mar 3, 2026 30w ago | Press Release | $8.00 $8.51 | ▲ +6.38% | ▲ +6.85% | $4.33 (−45.88%) |
US Market Status
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