Fresh Tracks Therapeutics Announces Board Approval of Plan of Liquidation and Dissolution - Seite 2

The Company intends to establish a reserve, which will be used to pay all expenses (including expenses related to the liquidation and operating expenses until the filing of the certificate of dissolution) and other known, non-contingent liabilities and obligations, and will include reasonable provision for potential future expenses of liquidation and contingent and unknown liabilities following the Company’s dissolution as required by Delaware law. Excluding amounts the Company intends to reserve, the Company currently estimates that it will subsequently make liquidating distributions to shareholders in an aggregate amount of between $5 million and $7 million, or between $0.84 and $1.17 per share of common stock, based on 5,926,497 shares of common stock outstanding as of September 19, 2023. The amount actually distributed to shareholders, however, may vary substantially from this or any other estimate provided by the Company based on a number of factors, including without limitation that the actual amounts of expenses incurred to wind down the Company’s business and/or the reserve established are different than estimated, the resolution of outstanding known and contingent liabilities, and the possible assertion of claims that are currently unknown to the Company. The Company expects to make an initial liquidating distribution following the filing of the certificate of dissolution.

If, prior to its dissolution, the Company receives an offer for a transaction that will, in the view of the Board, provide superior value to shareholders than the value of the estimated distributions under the Plan of Dissolution, considering all factors that could affect valuation, the liquidation and dissolution of the Company could be abandoned in favor of such transaction.

IMPORTANT ADDITIONAL INFORMATION AND WHERE TO FIND IT

This press release is for informational purposes only. It is neither a solicitation of a proxy, an offer to purchase, nor a solicitation of an offer to sell shares of the Company. In connection with the proposed liquidation and dissolution of the Company and the Plan of Dissolution, the Company intends to file with the SEC a proxy statement and other relevant materials. BEFORE MAKING ANY VOTING DECISION, INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT, ANY AMENDMENTS OR SUPPLEMENTS THERETO, ANY OTHER SOLICITING MATERIALS AND ANY OTHER DOCUMENTS TO BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED LIQUIDATION AND DISSOLUTION OF THE COMPANY, THE PLAN OF DISSOLUTION AND RELATED MATTERS, AND/OR INCORPORATED BY REFERENCE IN THE PROXY STATEMENT WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT FRESH TRACKS, THE PROPOSED LIQUIDATION AND DISSOLUTION OF THE COMPANY, AND THE PLAN OF DISSOLUTION AND RELATED MATTERS. Shareholders may obtain a free copy of the proxy statement and the other relevant materials (when they become available), and any other documents filed by the Company with the SEC, at the SEC's website at http://www.sec.gov or on the “Investors” section of Fresh Track’s website at www.frtx.com.