Avidity Biosciences has announced the adjournment and subsequent reconvening of its special stockholder meeting. This strategic delay is intended to provide sufficient time to complete the distribution of Atrium Therapeutics (SpinCo) shares, a crucial step preceding the anticipated merger with Novartis. The revised schedule aims to ensure all conditions are met for a smooth transition.
Avidity Biosciences is proceeding with its plan to merge with Novartis in a deal valued at $72 per share. Concurrently, the company is undertaking a spin-off of its early-stage precision cardiology assets into a new entity, Atrium Therapeutics (SpinCo). This dual transaction requires careful coordination, necessitating the adjournment of the shareholder meeting to ensure the spin-off is completed before the merger closes.
The merger agreement with Novartis was established on October 25, 2025, with Novartis’s Ajax Acquisition Sub set to merge with Avidity. The spin-off agreement, signed the same day, reorganizes Avidity’s business to isolate its cardiology programs. Both transactions are contingent upon shareholder approval, which will be sought at the reconvened meeting. The company’s board of directors has unanimously recommended that shareholders vote in favor of both the merger and the spin-off.
Shareholders who have already submitted their proxies do not need to take any further action, as their votes will be counted at the reconvened meeting. Those who registered for the original meeting also do not need to re-register. During the transition period, Avidity’s common stock is expected to temporarily trade under the symbol “RNAM” on the Nasdaq Global Market, facilitating the distribution process.