Rallybio to merge with Avenzo Therapeutics; pre-merger Avenzo holders to own ~56.6% of combined co

Rallybio Corp

Avenzo stockholders expected to own ~56.6% of combined co; Rallybio stockholders ~2.8%; new investors in $215M concurrent financing ~40.6% on fully diluted basis.
Rallybio will distribute net cash to stockholders pre-closing; holders receive CVRs for potential proceeds from legacy asset sales.
Combined company led by Avenzo management: Dr. Athena Countouriotis as CEO, Scott Lipman as CFO; current Rallybio executives/directors expected to resign.
Merger requires Rallybio stockholder approval, reverse stock split, name change to Avenzo Therapeutics; closing conditions include $215M financing and no material adverse effect.
Support agreements from ~24.3% of Rallybio stockholders and ~78% of Avenzo stockholders; lock-up agreements for Avenzo insiders for 180 days post-closing.

item 1.01 item 3.02 item 5.01 item 5.02 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Rallybio Corp entered into Agreement and Plan of Merger and Reorganization with Avenzo Therapeutics, Inc. (effective 2026-05-31).

Action: entry
Agreement: merger
Counterparty: Avenzo Therapeutics, Inc.
Effective: 2026-05-31

Exact text from the filing

On May 31, 2026, Rallybio Corporation, a Delaware corporation (“ Rallybio ”), entered into an Agreement and Plan of Merger and Reorganization (the “ Merger Agreement ”) with Avenzo Therapeutics, Inc., a Delaware corporation (“ Avenzo ”)

View on SEC.gov

Browse all material agreements →

Rallybio Corp filing history →

Source: SEC EDGAR

accession 0001193125-26-249790

view filing index on sec.gov

view primary document

Machine-readable: JSON · Markdown · Plain text

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.