TScan Therapeutics Announces Pricing of $140 Million Public Offering

WALTHAM, Mass., May 26, 2023 (GLOBE NEWSWIRE) -- TScan Therapeutics, Inc. (Nasdaq: TCRX), a clinical-stage biopharmaceutical company focused on the development of T cell receptor (TCR)-engineered T cell therapies (TCR-T) for the treatment of patients with cancer, today announced the pricing of an underwritten public offering of 22,989,474 shares of its voting common stock at a public offering price of $2.00 per share, and pre-funded warrants to purchase up to an aggregate of 47,010,526 shares of its common stock at a price to the public of $1.9999 per pre-funded warrant, which represents the per share public offering price for the voting common stock less the $0.0001 per share exercise price for each such pre-funded warrant. In addition, TScan has granted the underwriters a 30-day option to purchase up to an additional 10,500,000 shares of its voting common stock at the public offering price, less underwriting discounts and commissions. The gross proceeds to TScan from this offering are expected to be approximately $140.0 million, before deducting underwriting discounts and commissions and other estimated offering expenses payable by TScan, assuming no exercise of the underwriter's option to purchase additional shares of voting common stock. The offering is expected to close on or about May 31, 2023 for the voting common stock, and June 1, 2023 for the pre-funded warrants, in each case, settlement is subject to customary closing conditions.

Morgan Stanley and Wedbush PacGrow are acting as joint book-running managers for the offering.

The Company intends to use the net proceeds from the offering for general corporate purposes. Following this offering, the Company expects its existing cash and cash equivalents will enable it to fund its operating expenses and capital expenditure requirements into 2026.

A registration statement on Form S-3 (File No. 333-268260) relating to these securities was filed with the Securities and Exchange Commission (the SEC) on November 9, 2022, and was declared effective by the SEC on May 16, 2023. The offering was made only by means of a preliminary prospectus supplement and accompanying filed with the SEC. A final prospectus supplement and accompanying prospectus relating to the offering will also be filed with the SEC. These documents will be available for free on the SEC’s website at http://www.sec.gov. Copies of the finalprospectus supplement and the accompanying prospectus relating to the offering, when available, may be obtained from: Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York 10014, telephone: [phone] or by emailing [e-mail], or Wedbush Securities Inc., Attention: ECM Prospectus Department, 1000 Wilshire Blvd. Los Angeles, CA 90017, phone: [phone].