Rallybio and Candid Therapeutics Announce $505 Million Merger to Advance T-Cell Engager Pipeline for Autoimmune Diseases
核心洞察
Rallybio Corporation (搜索) will acquire Candid Therapeutics (搜索) in a merger transaction valued at over $505 million, with the combined company operating as Candid Therapeutics and focusing on T-cell engager therapeutics for autoimmune diseases (搜索).
The merger includes concurrent financing of over $505 million from leading healthcare investors, providing the combined company with approximately $700 million in pro-forma cash to fund operations through 2030.
Candid's lead program cizutamig (搜索), a BCMA (搜索)-targeting T-cell engager, has demonstrated favorable tolerability in 87 patients and will advance to Phase 2 studies in myasthenia gravis (搜索) and interstitial lung disease (搜索) in 2026.
Rallybio Corporation (搜索) and Candid Therapeutics (搜索) announced a definitive merger agreement that will create a well-capitalized biotechnology company focused on advancing T-cell engager (TCE) therapeutics for autoimmune diseases (搜索). The transaction, expected to close in mid-2026, includes concurrent financing of over $505 million from a syndicate of leading healthcare institutional investors.
Under the merger terms, Rallybio will acquire Candid through a transaction that values the combined entity at over $505 million. Upon completion, the merged company will operate as Candid Therapeutics (搜索), Inc. and trade on Nasdaq under the ticker symbol "CDRX." Pre-transaction Rallybio equityholders are expected to own approximately 3.65% of the combined company, while pre-transaction Candid equityholders will own approximately 96.35%.
Advanced T-Cell Engager Pipeline
The combined company will possess one of the most advanced and diversified TCE pipelines in autoimmune disease, spanning a wide spectrum of B-cell and plasma cell targets with ongoing clinical studies in over 10 indications. The pipeline centers around three key programs targeting different mechanisms of B-cell depletion.
Cizutamig (搜索), a BCMA (搜索)-targeting TCE, represents the lead program with potential to be first- and best-in-class for autoimmune disease. The bispecific antibody has been dosed in 87 total patients, including 47 autoimmune patients across multiple indications. Clinical data demonstrate favorable tolerability with low rates of mild cytokine release syndrome (CRS), and emerging data suggest deeper therapeutic activity with less frequent dosing compared to the anti-FcRn drug class.
"Cizutamig (搜索) has the potential to be the first- and best-in-class BCMA (搜索) TCE for autoimmune disease," according to the companies' announcement. Global Phase 2 studies in myasthenia gravis (搜索) and interstitial lung disease (搜索) secondary to rheumatological diseases are planned to initiate in 2026.
Additional Pipeline Programs
The pipeline includes potentially best-in-class TCEs against CD19 (搜索) and CD20 (搜索) targets. CND261, a CD20 TCE, has been dosed in over 100 patients across oncology and autoimmune indications, demonstrating low rates of CRS and early evidence of deep tissue B-cell depletion.
CND319 (搜索), a dual-targeting CD19 (搜索) and CD20 (搜索) TCE, has shown a promising therapeutic index profile in non-human primate studies, with first-in-human studies planned for mid-2026. Additional preclinical programs include a dual-targeting BCMA (搜索) and CD19 TCE.
Strong Financial Foundation
The concurrent financing involves a syndicate of leading healthcare institutional investors and mutual funds, including Venrock Healthcare Capital Partners (搜索), RA Capital Management (搜索), Janus Henderson Investors, accounts advised by T. Rowe Price Associates, Inc., venBio Partners, Viking Global Investors, Cormorant Asset Management, Foresite Capital, Soleus Capital, TCGX, and Vivo Capital.
Pro-forma cash of approximately $700 million at closing is expected to provide the combined company with a strong financial foundation to advance its pipeline through multiple value-creating milestones. The cash runway is expected to fund operations through 2030, supporting advancement of Candid's diversified pipeline of TCE programs through multiple clinical milestones.
Leadership and Strategic Vision
The combined company will be led by Dr. Ken Song, Chairman, President and CEO of Candid, with a management team bringing deep expertise in autoimmune drug development, TCE biology, and global clinical operations.
"This transaction marks an exciting moment for Candid as we lead the development of TCEs for patients with autoimmune diseases (搜索)," said Dr. Ken Song. "By combining with Rallybio and securing over $505 million in new financing from a distinguished group of healthcare investors, we have the resources to advance what we view as a transformative therapeutic modality."
Dr. Stephen Uden, Co-Founder and Chief Executive Officer of Rallybio, commented: "We are pleased to announce this transaction, which we believe represents a compelling opportunity for Rallybio stockholders to participate in the future value creation of a well-capitalized, clinical-stage company with a differentiated and broad portfolio of TCE drug candidates."
Transaction Details and Timeline
The transaction has been unanimously approved by the boards of directors of both companies and is subject to customary closing conditions, including stockholder approval from each company, SEC registration statement effectiveness, Hart-Scott-Rodino Act waiting period expiration, and other regulatory requirements.
Pre-closing Rallybio stockholders will receive contingent value rights (CVRs) entitling them to a portion of certain cash proceeds from the previously announced sale of interests in REV102 and potential disposition of Rallybio's other legacy assets.
Wedbush Securities Inc. serves as financial advisor and Cooley LLP as legal counsel to Candid. Evercore serves as lead financial advisor, Citizens Capital Markets & Advisory as co-financial advisor, and Ropes & Gray LLP as legal counsel to Rallybio. Jefferies, BofA Securities, TD Cowen and Cantor Fitzgerald serve as placement agents for the concurrent private financing.