XenoTherapeutics to Acquire Repare Therapeutics for $6.17 Million

Repare Therapeutics Inc. (RPTX) entered a merger agreement on November 14, 2025, to be acquired by XenoTherapeutics, Inc. in a deal valued at $6.17 million.

Deal Structure:

Repare shareholders will receive a cash payment per share based on the company’s cash at closing. The current estimate is $1.82 per share, which represents a 10.30% premium from the stock’s last close.

Shareholders will also get one non-transferable contingent value right (CVR) per share if certain conditions are met, including:

• 100% of certain receivables collected within 90 days after closing.
• A share of net proceeds from partnership with Bristol-Myers Squibb, Debiopharm, and DCx Biotherapeutics: 90% (years 0–2), 85% (years 2–4), 80% (years 4–6), 75% (years 6–10).
• 100% of proceeds (within 10 years) from licensing or selling programs like RP-1664, RP-3500, or others, if the deal started before closing.
• 100% of proceeds (within 10 years) from licensing or selling the Polθ (RP-3467) program if negotiations began before closing.
• 50% of proceeds (within 10 years) from licensing or selling any other programs if the deal is made after closing.

Company Profile:

Repare Therapeutics is a clinical-stage precision oncology company that uses its proprietary synthetic lethality platform to develop targeted cancer therapies focused on genomic instability and DNA damage repair. Its pipeline includes early-stage programs such as Polθ, PLK4, and other synthetic-lethality-based drug candidates.

XenoTherapeutics is a non-profit regenerative medicine company focused on xenotransplantation, using genetically engineered pig tissue to create immune-compatible cells, tissues, and organs; its lead program, realSKIN, is a living skin graft intended as a scalable alternative to human donor skin, and the company recently moved into strategic expansion through the acquisition of ESSA Pharma, backed by funding from XOMA Royalty (XOMA).

Deal Details and Timeline:

Repare is continuing efforts to license or sell its product candidates and intellectual property, including its RP-3467/Polθ program, RP-1664 program, RP-3500 (Camonsertib) program, and any other programs or research assets. Any cash received from these transactions before the closing would increase the estimated Closing Net Cash Amount and, in turn, increase the cash payment shareholders receive at closing.

The deal is expected to close in the first quarter of 2026.

Leerink Partners is Repare’s financial advisor. Cooley and Stikeman Elliott are acting as legal counsel to Repare. Blake, Cassels & Graydon and Gibson, Dunn & Crutcher are acting as legal counsel to Xeno.

XOMA Royalty is serving as the structuring agent and is providing funding to Xeno. RBC Capital Markets is acting as financial advisor to XOMA Royalty.

Deal Metrics:

For more in-depth details about this merger and acquisition transaction, please visit the Deal Metrics page here:

Deal Metrics for the acquisition of Repare Therapeutics Inc. (RPTX) by XenoTherapeutics, Inc.

The Deal Metrics page for each merger or acquisition includes a spread history chart of the merger from announcement to completion or failure, every event as the merger progresses through the expiration of the HSR period, regulatory approvals, shareholder votes, news and SEC filings, a history of deal updates, and more.

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Editor’s Note: Baranjot Kaur contributed to this article