Watertown-based Remix Therapeutics is heading for the public markets, lining up roughly $100 million in private financing as it inks an all-stock reverse merger with Passage Bio that will list the combined company on Nasdaq under the ticker RMTX. The influx of cash and the deal structure are meant to bankroll multiple clinical readouts for REM-422, the company’s first-in-class oral MYB mRNA degrader, and to provide runway into 2028.
According to Boston Business Journal, the agreement announced June 24 includes commitments for an oversubscribed private placement led by Decheng Capital that is expected to raise about $100 million. The financing is slated to close immediately prior to the proposed merger and will be used to underwrite REM-422 studies and general operations, the companies say.
Science and clinical timeline
Remix’s lead candidate, REM-422, is an oral small-molecule mRNA degrader designed to reduce MYB expression by inducing a poison exon and triggering nonsense-mediated decay. Final results from the Phase 1 dose-escalation cohort showed signs of anti-tumor activity and were presented at ASCO, and the drug is now in a registrational Phase 2 trial in adenoid cystic carcinoma with readouts expected in 2027. The clinical trial record is available on ClinicalTrials.gov, and the ASCO/JCO abstract summarizes the cohort data.
Deal mechanics and ownership
Under the terms announced by the companies, pre-merger Passage Bio shareholders are expected to own roughly 7% of the combined company, while pre-merger Remix holders (including investors in the private placement) would own about 93%. The combined company plans to operate under the Remix Therapeutics name and, if the transaction closes as expected, will trade on Nasdaq as RMTX. Placement agents on the financing include Goldman Sachs, Jefferies and Evercore ISI, according to the companies' announcement. The full terms and timetable were detailed in the firms' joint press release.
Why the move matters for Boston biotech
For the local biotech cluster, the transaction highlights an alternative route to the public markets. Pairing a reverse merger with a large private placement gives clinical-stage companies a way to secure near-term runway while sidestepping the rhythm and risk of a traditional IPO. Industry coverage of similar deals this year, such as Candid’s reverse merger with RallyBio, shows how the structure can shift capital and execution risk for both private investors and public shareholders. BioPharma Dive has tracked that trend across several 2026 transactions.
Next steps and key risks
The transaction is expected to close in the fourth quarter of 2026, subject to customary closing conditions, stockholder approvals and the effectiveness of a registration statement on Form S-4 that Passage Bio intends to file, per reporting in Boston Business Journal. Passage shareholders will receive contingent value rights tied to milestones from Passage’s out-licensed pediatric gene-therapy assets, a provision that could affect eventual payouts to legacy holders. Investors and local biotech watchers will want to keep an eye on upcoming REM-422 readouts and the companies’ SEC filings for further detail and risk disclosures.
