GlycoMimetics Enters Material Definitive Agreement

TL;DR

GlycoMimetics signed a big deal, filing an 8-K on Feb 14, 2025. Details to come.

AI Summary

GlycoMimetics, Inc. announced on February 14, 2025, that it has entered into a Material Definitive Agreement. The company also filed financial statements and exhibits related to this agreement. Further details regarding the nature of the agreement and its financial implications are expected to be disclosed.

Why It Matters

This filing indicates a significant new development for GlycoMimetics, Inc., potentially impacting its business operations, financial standing, and future strategic direction.

Risk Assessment

Risk Level: medium — The filing of a Material Definitive Agreement suggests a significant event, but the lack of specific details about the agreement introduces uncertainty and potential risk.

Key Players & Entities

• GlycoMimetics, Inc. (company) — Registrant
• February 14, 2025 (date) — Date of Report

FAQ

Key Financial Figures

• $0.001 — nge on which registered Common Stock, $0.001 par value GLYC The Nasdaq Stock Mar
• $1.8 million — ' net cash as of closing being equal to $1.8 million. Amended and Restated Securities Purc
• $200.0 million — among other things, for the purchase of $200.0 million of securities of Crescent immediately p

Filing Documents

• glyc-20250214x8k.htm (8-K) — 58KB
• glyc-20250214xex10d1.htm (EX-10.1) — 69KB
• glyc-20250214xex10d2.htm (EX-10.2) — 498KB
• 0001558370-25-001016.txt ( ) — 851KB
• glyc-20250214.xsd (EX-101.SCH) — 4KB
• glyc-20250214_lab.xml (EX-101.LAB) — 15KB
• glyc-20250214_pre.xml (EX-101.PRE) — 10KB
• glyc-20250214x8k_htm.xml (XML) — 5KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. Amendment to Merger Agreement On February 14, 2025, GlycoMimetics, Inc., a Delaware corporation (" GlycoMimetics "), Gemini Merger Sub Corp., a Delaware corporation and a wholly-owned subsidiary of GlycoMimetics (" First Merger Sub "), Gemini Merger Sub II, LLC, a Delaware limited liability company and wholly-owned subsidiary of GlycoMimetics (" Second Merger Sub " and, together with First Merger Sub, " Merger Subs "), and Crescent Biopharma, Inc., a Delaware corporation (" Crescent "), entered into an amendment (the " Amendment ") to that certain Agreement and Plan of Merger and Reorganization (the " Merger Agreement ," and the mergers contemplated thereby, the " Merger "), dated October 28, 2024, by and among GlycoMimetics, Merger Subs and Crescent. The Amendment adjusts, among other things, (i) the structure of financing described in the Merger Agreement (as described below) and (ii) the filings contemplated to be made with the U.S. Securities and Exchange Commission in connection with the transactions contemplated by the Merger Agreement. Relative to the terms of the Merger Agreement, the Amendment does not result in a change to the expected Exchange Ratio or ownership of the combined company by GlycoMimetics securityholders as of immediately prior to the Merger. Based on GlycoMimetics' capitalization as of September 30, 2024 and Crescent's capitalization as of October 28, 2024 (the date the Merger Agreement was executed), each share of Crescent capital stock is estimated to be entitled to receive approximately 14.9149 shares of GlycoMimetics common stock. Immediately after the Merger, GlycoMimetics securityholders as of immediately prior to the Merger are expected to own approximately 3.10% of the outstanding shares of capital stock of the combined company (on a fully-diluted basis, and subject to dilution from any equity issued by Crescent after the date of the Merger Agreement and before the closing),

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Number Exhibit Description 10.1* Form of Amendment to the Agreement and Plan of Merger and Reorganization 10.2* Form of Amended and Restated Securities Purchase Agreement 104 Cover Page Interactive Data File (formatted as Inline XBRL) * Exhibits and/or schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant hereby undertakes to furnish supplementally copies of any of the omitted exhibits and schedules upon request by the SEC; provided , however , that the registrant may request confidential treatment pursuant to Rule 24b-2 under the Exchange Act for any exhibits or schedules so furnished. 3

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. GLYCOMIMETICS, INC. By: /s/ Brian M. Hahn Date: February 14, 2025 Brian M. Hahn Senior Vice President and Chief Financial Officer 4

View Full Filing

View this 8-K filing on SEC EDGAR