On June 5, 2025 GlycoMimetics, Inc. (Nasdaq: GLYC) ("GlycoMimetics") reported that its stockholders have approved the proposed merger (the "Merger") with Crescent Biopharma, Inc. ("Crescent"), along with all proposals related to the Merger (Press release, Crescent Biopharma, JUN 5, 2025, View Source [SID1234653738]). The proposals were voted upon at GlycoMimetics’ special meeting in lieu of the annual meeting of stockholders held on June 5, 2025 (the "Special Meeting"), including a reverse stock split of GlycoMimetics’ common stock to be effected at the discretion of the board of directors of GlycoMimetics (the "Board") within the parameters approved by GlycoMimetics’ stockholders.
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On June 5, 2025, following the Special Meeting, the Board approved a reverse stock split of GlycoMimetics’ common stock at a ratio of 1-for-100. Following the anticipated closing of the Merger, the combined company’s common stock is expected to begin trading on a post-reverse stock split basis on The Nasdaq Capital Market ("Nasdaq") on June 16, 2025, under the new name "Crescent Biopharma, Inc.", ticker symbol "CBIO", CUSIP number 38000Q201 and ISIN number US38000Q2012.
The reverse stock split is expected to reduce the number of GlycoMimetics’ outstanding common stock from approximately 64.5 million shares to approximately 0.6 million shares. The number of shares of GlycoMimetics’ authorized common stock will not be affected by the reverse stock split. At the Special Meeting, GlycoMimetics’ stockholders approved an increase in the number of shares of GlycoMimetics’ authorized common stock from 150,000,000 shares to 175,000,000 shares in connection with the anticipated closing of the Merger. No fractional shares will be issued if, as a result of the reverse stock split, a stockholder would otherwise become entitled to a fractional share because the number of shares of GlycoMimetics common stock they hold before the reverse stock split is not evenly divisible by the split ratio. Instead, each stockholder will be entitled to receive a cash payment in lieu of such fractional share. The cash payment to be paid will be equal to the fraction of a share to which such stockholder would otherwise be entitled multiplied by the closing price per share as reported by The Nasdaq Stock Market LLC on June 12, 2025, the trading day prior to the date the charter amendment to effect the reverse stock split is expected to be filed with the Secretary of State of the State of Delaware (with such price proportionately adjusted to give effect to the reverse stock split).
As a result of the reverse stock split, proportionate adjustments will be made to the exercise prices and number of shares of GlycoMimetics’ common stock underlying GlycoMimetics’ outstanding equity awards. There will be no change to the par value per share.
Following the closing of the Merger, the combined company’s total issued and outstanding common stock is expected to be approximately 14.8 million shares, or approximately 25.3 million shares on a fully-diluted basis.