Third Harmonic Bio sees initial distribution of $5.13-$5.33 from liquidation

On April 10, the Board of Directors unanimously approved the dissolution and liquidation of the Company, subject to stockholder approval, pursuant to the Plan of Dissolution. The Company intends to hold its annual meeting of stockholders on June 5, 2025, at which it will seek stockholder approval of the Plan of Dissolution. If the Company’s stockholders approve the Plan of Dissolution, the Company currently intends to file a Certificate of Dissolution, delist its shares of common stock from The Nasdaq Global Select Market, satisfy or resolve its remaining liabilities and obligations, including but not limited to contingent liabilities and claims and costs associated with the dissolution and liquidation, make reasonable provisions for unknown claims and liabilities, and attempt to convert all of its remaining assets into cash or cash equivalents. Upon the filing of the Certificate of Dissolution, the Company intends to cease trading in its common stock, close its stock transfer books and discontinue recording transfers of shares of its capital stock, in accordance with applicable law. The Company will establish a reserve, which will be used to pay all expenses and other known, non-contingent liabilities and obligations, and will include reasonable provision for future expenses of liquidation and contingent and unknown liabilities as required by Delaware law. The Company currently expects that its existing capital resources together with the anticipated net proceeds from the sale of certain clinical assets will enable it to meet its remaining liabilities and obligations with sufficient reserves. Based on the information currently available to the Company and if the stockholders approve the dissolution, the Company estimates that the total distribution will be in the range between approximately $246.6 million and $259.8 million, or approximately $5.13 and $5.42 per share of common stock. The Company also estimates that the initial distribution will be in the range between approximately $246.6 million and $255.4 million, or approximately $5.13 and $5.33 per share of common stock, which it expects to be distributed following the filing of the Certificate of Dissolution, currently expected in the third quarter of 2025. These estimates do not include cash that may become available for distribution from the proceeds from any sales of the Company’s remaining assets and intellectual property, including but not limited to a sale of THB335. The amount distributable, however, may vary substantially from any estimate provided by the Company based on a number of factors.