Fresh Tracks Therapeutics Announces Dissolution, Initial Cash Distribution and Termination of Trading on the OTC Pink Market

BOULDER, Colo., Feb. 25, 2025 /PRNewswire/ -- Fresh Tracks Therapeutics, Inc. (OTC Pink: FRTX) ("Fresh Tracks" or the "Company") announced today an update on its previously announced, planned dissolution and its process for distributing cash to its stockholders. Fresh Tracks plans on filing a Certificate of Dissolution with the Delaware Secretary of State, with dissolution effective February 28, 2025.

As previously disclosed, on January 15, 2025, the Court of Chancery of the State of Delaware appointed Albert N. Marchio II as the custodian of the Company (the "Custodian"). In connection with the dissolution, the Custodian has authorized an initial distribution of $0.96 per share to holders, as of February 28, 2025, of the Company's common stock and warrants, which were issued to investors by the Company in June 2020 and October 2020.     

Dissolution Plan Update

The Company is continuing to wind down its operations and resolve all outstanding liabilities. The Company currently has approximately 6.0 million outstanding shares and approximately 0.6 million outstanding eligible warrants, and the total cash to be distributed in the initial distribution is expected to be approximately $6.3 million.

The Company expects the final winding down process to take up to ten years. During this period, the Company will maintain a reserve for expenses, both known and unknown. After the initial distribution to the stockholders, as discussed above, and the settlement of any final claims and expenses, the Company may make a second cash distribution of any remaining reserve funds to its stockholders.

Termination of Trading on the OTC Pink Market

Fresh Tracks' common stock is expected to cease trading on the OTC Pink Market at the close of business on February 28, 2025. This date will also serve as the date for determining stockholders and warrant holders who will be eligible to receive their pro-rata share of the distribution proceeds.

The Company's Distribution Agent

The Company has appointed Equiniti Trust Company, LLC ("Equiniti") as the Company's distribution agent. You may contact Equiniti with any questions about your shares, warrants and/or the distributions. Below is the contact information for Equiniti:

Equiniti Trust Company, LLC
48 Wall Street, 22^nd Floor
New York, NY 10005
Attn: Shareowner Services
Tel: (800) 937-5449
Email: [email protected]

Stockholders who hold shares and warrant holders who hold warrants in book entry accounts at our transfer agent, Equiniti, will receive checks in the amount of their cash distribution. Stockholders who hold shares and warrant holders who hold warrants through a broker or other DTC registered nominee will receive their cash distribution through their account at such broker or other nominee.

Cautionary Note Regarding Forward-Looking Statements

Any statements made in this press release relating to future financial conditions, plans, prospects, impacts, shifts, trends, progress, or strategies and other such matters, including without limitation, the planned dissolution of Fresh Tracks, the timing and amount of any distribution to stockholders and the timing of the removal of Fresh Tracks' common stock from trading on the OTC Pink Market, and similar statements, are forward-looking statements. In addition, when or if used in this press release, the words "may," "could," "should," "might," "seek," "distribute," "dissolve," "announce," "anticipate," "believe," "estimate," "expect," "intend," "plan," "potential," and similar expressions and their variants, as they relate to Fresh Tracks, may identify forward-looking statements. Fresh Tracks cautions that these forward-looking statements are subject to numerous assumptions, risks, and uncertainties, which change over time, often quickly, and in unanticipated ways. Important factors that may cause actual results to differ materially from the results discussed in the forward-looking statements or historical experience include the timing and amount of any distributions being different than expected; the amounts that will need to be set aside as reserves by Fresh Tracks being higher than anticipated; the possible inadequacy of such reserves to satisfy Fresh Tracks' obligations; potential unknown contingencies or liabilities, and Fresh Tracks' potential inability to favorably resolve them or at all; the amount of proceeds that might be realized from the sale or other disposition of any remaining Fresh Tracks assets; the application of, and any changes in, applicable tax and other laws, regulations, administrative practices, principles and interpretations; the incurrence by Fresh Tracks of expenses relating to its dissolution being different than estimated; the Company's ability to settle, make reasonable provision for or otherwise resolve its liabilities and obligations, including the establishment of an adequate contingency reserve; and the uncertain macroeconomic and political environment. The forward-looking statements represent the estimates of Fresh Tracks as of the date hereof only. Fresh Tracks specifically disclaims any duty or obligation to update forward-looking statements.

Fresh Tracks Therapeutics, Inc.
Investor Contact: Albert N. Marchio II
Chief Executive Officer and Chief Financial Officer
[email protected]

SOURCE Fresh Tracks Therapeutics, Inc.