RLYB News & Events

Rallybio Corporation and Avenzo Therapeutics entered into a definitive agreement pursuant to which Rallybio will acquire Avenzo through a merger transaction. Upon completion of the Merger, the combined company is expected to operate under the name Avenzo Therapeutics, Inc. and is expected to trade on Nasdaq under the ticker symbol "AVZO". In connection with the Merger, Avenzo entered into subscription agreements for a concurrent oversubscribed private placement financing of $215 million in gross proceeds. The Financing included participation from new investors including a leading mutual fund, Blackstone Multi-Asset Investing, accounts advised by T. Rowe Price Investment Management, Inc., a leading life sciences fund, Vivo Capital, Affinity Asset Advisors, ADAR1 Capital Management, and existing investors including OrbiMed, SR One, Foresite Capital, Surveyor Capital, Longwood Fund, New Enterprise Associates, Deep Track Capital, Sands Capital, Lilly Asia Ventures, Sofinnova Investments, and other institutional investors. The combined company expects its cash balance at closing to fund operations into late 2028 and support advancement of its four clinical-stage programs through multiple clinical milestones, including updated Phase 1 data across the pipeline, initial clinical data for the combination of AVZO-023 and AVZO-021 with fulvestrant, and the initiation of multiple Phase 2 studies across the pipeline. The Transaction has been unanimously approved by the boards of directors of both companies and is expected to close in Q4 2026, subject to certain closing conditions, including the approval by the stockholders of each company, the effectiveness of a registration statement to be filed with the Securities and Exchange Commission to register the shares of Rallybio common stock to be issued in connection with the Transaction, and the satisfaction of other customary closing conditions. Rallybio intends to distribute substantially all of its pre-closing net cash to its pre-closing stockholders in connection with the Transaction. Accordingly, following closing, pre-Transaction Rallybio equityholders are expected to own approximately 2.8% of the combined company, and pre-Transaction Avenzo equityholders are expected to own approximately 97.2% of the combined company, calculated on a treasury stock method basis and assuming Rallybio has no net cash at closing. In addition, pre-closing Rallybio stockholders will receive contingent value rights entitling them to the net cash proceeds received by the combined company from the previously announced sale of interests in Rallybio's former REV102 program and potential disposition of Rallybio's other legacy assets. The combined company will be led by Dr. Athena Countouriotis, Chair, President and CEO of Avenzo, with Dr. Mohammad Hirmand, Co-founder and Chief Medical Officer of Avenzo, and an experienced management team that brings deep expertise in oncology drug development. Pro-forma cash at closing is expected to fund the combined company through multiple anticipated clinical milestones in 2027 and 2028. Under the terms of the merger agreement, Rallybio will acquire Avenzo pursuant to the Merger. At the closing of the Merger, Avenzo stockholders will receive newly issued shares of Rallybio common stock, with the exchange ratio to be determined based on the relative valuations of the two companies at closing. Immediately following the closing of the Merger, the combined company will change its name to Avenzo Therapeutics, Inc. and trade on Nasdaq under the ticker symbol "AVZO". In connection with the Transaction, a syndicate of leading healthcare institutional investors and mutual funds has committed to invest $215 million in the Financing. The Financing is expected to close immediately prior to the Merger. In connection with the Transaction, certain stockholders of Avenzo and Rallybio have executed support agreements, pursuant to which they have agreed to vote all their shares of capital stock in favor of the Transaction.

Rallybio and Candid Therapeutics announced that they have entered into a definitive agreement pursuant to which Rallybio will acquire Candid through a merger transaction. Upon completion of the merger, the combined company expects to operate under the name Candid Therapeutics and trade on Nasdaq under the ticker symbol (CDRX). In connection with the merger, Candid entered into subscription agreements for a concurrent oversubscribed and upsized private financing of over $505M in gross proceeds with a syndicate of leading healthcare institutional investors and mutual funds, including Venrock Healthcare Capital Partners, RA Capital Management, Janus Henderson Investors, accounts advised by T. Rowe Price Associates, Inc., venBio Partners, Viking Global Investors, Cormorant Asset Management, Foresite Capital, Soleus Capital, TCGX, Vivo Capital, a life sciences focused institutional investor, several additional mutual funds and other institutional investors. The combined company's cash balance at closing is expected to fund operations through 2030, supporting the advancement of Candid's diversified pipeline of TCE programs through multiple clinical milestones, including the initiation and clinical readouts of Phase 2 studies for cizutamig, a B-cell maturation antigen targeting TCE, in myasthenia gravis and interstitial lung disease secondary to rheumatological diseases. The transaction has been unanimously approved by the boards of directors of both companies and is expected to close in mid-2026, subject to certain closing conditions, including the approval by the stockholders of each company, the effectiveness of a registration statement to be filed with the SEC to register the shares of Rallybio common stock to be issued in connection with the transaction, the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act and the satisfaction of other customary closing conditions. Following closing, pre-Transaction Rallybio equityholders are expected to own approximately 3.65% of the combined company, and pre-Transaction Candid equityholders are expected to own approximately 96.35% of the combined company, calculated on a treasury stock method basis and assuming Rallybio has net cash at closing of $37.5M. In addition, pre-closing Rallybio stockholders will receive contingent value rights entitling them to a portion of certain cash proceeds received by the combined company from its previously announced sale of interests in REV102 and potential disposition of Rallybio's other legacy assets. Pro-forma cash of approximately $700M at closing is expected to provide the combined company with a financial foundation to advance its pipeline through multiple value-creating milestones. The combined company will be led by Ken Song, chairman, president and CEO of Candid, with a management team that brings deep expertise in autoimmune drug development, TCE biology, and global clinical operations. Under the terms of the merger agreement, Rallybio will acquire Candid pursuant to the merger. At closing, Candid stockholders will receive newly issued shares of Rallybio common stock, with the exchange ratio to be determined based on the relative valuations of the two companies at closing. Immediately following closing, the combined company will change its name to Candid Therapeutics, Inc. and trade on Nasdaq under the ticker symbol (CDRX). In connection with the transaction, a syndicate of leading healthcare institutional investors and mutual funds has committed to invest over $505M in a concurrent private financing in Candid. The financing is expected to close immediately prior to the Merger. In connection with the transaction certain stockholders of Candid and Rallybio have executed support agreements, pursuant to which they have agreed to vote all their shares of capital stock in favor of the transaction.

Rallybio Corp trading halted, news pending

Rallybio Corporation will effect a one-for-eight reverse stock split of its issued and outstanding common stock. Stockholders of Rallybio approved an amendment to Rallybio's Amended and Restated Certificate of Incorporation (the "Amendment") to effect the reverse stock split at a Special Meeting of Stockholders held on January 26, 2026. The reverse stock split is intended to give Rallybio greater flexibility in considering and planning for future potential business needs and to increase the per share trading price of the Rallybio common stock to enable Rallybio to satisfy the minimum price requirement for continued listing on the Nasdaq Capital Market. Pursuant to the Amendment, the reverse stock split will be effective at 12:01 a.m., Eastern Time, on February 6, 2026. Rallybio expects that upon the opening of trading on February 6, 2026, its common stock will trade on the Nasdaq Capital Market on a split-adjusted basis under the current trading symbol "RLYB" and the new CUSIP number 75120L 209.