Redx tries again at reverse merger with Skye, as alternative route gains steam

Redx Pharma is attempting another reverse merger, this time with U.S.-listed Skye Bioscience (Nasdaq:
SKYE), after an earlier merger attempt with Jounce Therapeutics failed in 2023.

The deal is structured as a UK scheme of arrangement in which Skye acquires all of Redx and then combines into a new Nasdaq‑listed entity called Fibrx Therapeutics, led by Redx’s current management and board.

Fibrx Therapeutics will be funded with approximately $125 million in gross proceeds, including a $67.9–$72.9 million private placement (PIPE), a $36 million Redx Series A round, a $22 million equity line facility, and a $5 million warrant; this is expected to extend the combined company’s cash runway into 2029.

Pre‑transaction Redx holders are expected to own about 46.17% of the combined company, pre‑transaction Skye holders about 5.38%, and new PIPE/financing investors about 48.45% on a fully diluted basis, subject to final adjustments.

Skye will implement a 1‑for‑8 reverse stock split to raise its share price above $1.00 and regain compliance with Nasdaq’s minimum bid price rule, with the split expected to take effect around August 24, 2026.

Existing Skye shareholders will receive Contingent Value Rights (CVRs) representing 90% of net proceeds from any future monetization of Skye’s legacy asset nimacimab; some Redx holders will receive CVRs tied to Redx legacy assets.

The transaction remains subject to approvals by shareholders of both companies, sanction of the scheme of arrangement by the High Court of Justice of England and Wales, Nasdaq listing approval, and other customary closing conditions, with a target close in the fourth quarter of 2026.