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STAMFORD, Conn., April 14, 2025 (GLOBE NEWSWIRE) -- Cara Therapeutics, Inc. (Nasdaq: CARA) (the “Company”), today announced that its Board of Directors (the “Board”) has approved a 1-for-3 reverse stock split of its outstanding shares of common stock.
Cara’s common stock is expected to begin trading on a reverse stock split-adjusted basis at the opening of the market on Wednesday, April 16, 2025 under the new name “Tvardi Therapeutics, Inc.” and under the new symbol “TVRD” following the anticipated closing of the merger (the “Merger”) with Tvard Therapeutics, Inc. (“Tvardi”), with a new CUSIP number 140755 307.
The reverse stock split was approved by Cara’s stockholders at Cara’s special meeting of stockholders held on April 1, 2025, to be effected in the Board’s discretion of not less than 1-for-2 and not more than 1-for-4. The final reverse stock split ratio of 1-for-3 was approved by the Board on April 1, 2025 and will become effective as of 4:01 p.m. Eastern Time on Tuesday, April 15, 2025.
At the effective time of the reverse stock split, every three (3) issued and outstanding shares of the Company’s common stock will automatically be combined into one (1) issued and outstanding share of the Company’s common stock without any change in the par value per share. The reverse stock split will reduce the number of issued and outstanding shares of the Company’s common stock from approximately 4.6 million to approximately 1.5 million (prior to giving effect to the closing of the Merger). The reverse stock split will not change the authorized number of shares of Cara’s common stock.
Fractional shares will not be issued in connection with the reverse stock split. Stockholders who would otherwise be entitled to receive a fractional share will be entitled to receive a cash payment. The reverse stock split will affect all stockholders uniformly and will not alter any stockholder’s relative interest in the Company’s equity securities, except for any adjustments for fractional shares.
In addition, proportionate adjustments will be made to the number of shares underlying, and the exercise or conversion prices of, the Company’s outstanding stock options, and to the number of shares of common stock issuable under the Company's equity incentive plans.
Following the closing of the Merger, the combined company's total outstanding common stock is expected to be approximately 9.4 million shares.
About Tvardi Therapeutics, Inc.
Tvardi is a privately held, clinical-stage, biopharmaceutical company focused on the development of novel, oral small molecule therapies targeting STAT3 to treat fibrosis-driven diseases with significant unmet need. STAT3 is a central mediator across critical fibrotic signaling pathways that drive uncontrolled deposition, proliferation, survival and immune suppression. STAT3 is also positioned at the intersection of many signaling pathways integral to the survival and immune evasion of cancer cells. The company is conducting Phase 2 clinical trials in fibrosis-driven diseases with high unmet need: idiopathic pulmonary fibrosis (NCT05671835) and hepatocellular carcinoma (NCT05440708).