Third Harmonic Bio has announced plans for the liquidation and dissolution of the Company and the distribution of remaining cash to stockholders following the “wind down”.
The San Francisco-based company noted that its board of directors has unanimously approved the dissolution plans. Adding, it intends to seek stockholder approval for the plan during the company’s Annual Meeting of Stockholders on June 5, 2025.
Following the news, Third Harmonic’s stock was up by over 40% in trading today, compared to the market close on Friday (11 April). The company’s market cap currently stands at $228 million, with it reporting $285.1 million in cash reserves at the end of December 2024.
In February, the company announced layoffs, cutting its workforce in half and halting all research and discovery activities not related to THB335. Adding, it was looking to “identify opportunities to maximize shareholder value through a strategic transaction and/or business combination”.
Plans for the lead asset, THB335
The company’s lead asset is chronic spontaneous urticaria (CSU) therapy, THB335. The drug is a selective inhibitor of the tyrosine kinase (KIT). Third Harmonic noted that it intends to complete all Phase II readiness activities for THB335 by mid-year to “maximize the value of the program”.
In February, Third Harmonic reported results from its Phase I single and multiple ascending dose (SAD/MAD) clinical trial of THB335 in healthy volunteers. The company enrolled 48 participants in the SAD and 32 in the 14-day MAD portions of the study. The results showed dose-dependent reductions in serum tryptase, a biomarker of mast cell activation.
Though there were cases of transient asymptomatic transaminase elevations, a sign of liver damage. Third Harmonic noted that “based on review of the data with experts in drug-induced liver injury, management does not believe the single transaminase event in the active subject is drug-related.”
Liquidation plans
Third Harmonic’s CEO Natalie Holles stated: “Our management team and board of directors together have completed an efficient review of our strategic alternatives for maximizing the value of our assets and have determined that returning cash to shareholders and selling our assets, including THB335, is the best path forward.”
The company noted that should the stockholders approve the company’s dissolution plan, it intends to file a Certificate of Dissolution, delist from Nasdaq. Third Harmonic expects the net proceeds from its asset sale to be enough to meet its liabilities and obligations, with the total costs of dissolution expected to “range between approximately $246.6 million and $259.8 million, or approximately $5.13 and $5.42 per share of common stock”.
The initial distribution is expected to range from approximately $246.6 million to $255.4 million, or $5.13 to $5.33 per share of common stock. It is expected in the third quarter of 2025, following the filing of the dissolution certificate. Third Harmonic noted that the 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.”
