Passage Bio Amends Remix Reverse Merger: $100M Financing Restructured, Net Cash Rises to $10.9M
PASG sits 33% above its 52-week low of $3.29 on light trading volume (0.1× avg).
Summary
Passage Bio's amended reverse merger with Remix Therapeutics restructures the $100M concurrent financing, raises anticipated net cash to $10.9M, and confirms existing holders will own only ~6% of the combined company.
Key Events · M&A and Partnerships · PASG
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Amended Merger Agreement Executed
On September 2, 2026, Passage Bio and Remix executed an Amended and Restated Merger Agreement, replacing the Original Merger Agreement dated June 24, 2026.
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Concurrent Financing Restructured
The $70M subscription now includes Remix pre-funded warrants alongside common stock, plus $30M in convertible notes, totaling ~$100M in gross proceeds.
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Net Cash Rises to $10.9M
Passage Bio's anticipated net cash at closing increased from $5.0M to $10.9M, boosting the value attributable to existing Passage Bio stockholders.
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Exchange Ratio Set at 0.1728
The assumed Merger Exchange Ratio of 0.1728 implies ~27,012,093 new Passage Bio shares issued, with existing holders retaining only ~6% of the combined company.
Analysis · PASG · Life Sciences
On September 2, 2026, Passage Bio and Remix Therapeutics executed an Amended and Restated Merger Agreement, materially revising the reverse merger first announced June 24, 2026. The Concurrent Financing was restructured: the $70M subscription now includes pre-funded warrants alongside common stock, and the $30M convertible notes remain, totaling ~$100M. Passage Bio's anticipated net cash at closing jumped from $5.0M to $10.9M, which increases the value attributable to existing Passage Bio stockholders. The assumed exchange ratio of 0.1728 implies ~27,012,093 new shares issued, leaving current Passage Bio holders with just ~6% of the combined company. This is a thesis-altering event for existing shareholders — they are being diluted to a sliver of a company whose value is driven almost entirely by Remix's REM-422 oncology asset.
How filings like this one have moved
In the 30 days to Sep 10, 2026, 43.9% of the 578 measured filings Wiseek scored 9 moved their stock by 5% or more by the next session's close. The median move was -0.54%. These are measured outcomes after filings of this importance, not a forecast for this one.
Measured one observation per ticker per day, after exclusions. Current figures: Filing Impact Tracker · open dataset
At the time of this filing, PASG was trading at $4.37 on NASDAQ in the Life Sciences sector, with a market capitalization of approximately $14.8M. The 52-week trading range was $3.29 to $20.00. This filing was assessed with negative market sentiment and an importance score of 9 out of 10.