Exhibit 99.1
![LOGO](https://capedge.com/proxy/8-K/0001193125-23-157307/g476076g36q97.jpg)
TScan Therapeutics Announces Launch of Proposed Public Offering
WALTHAM, Mass., May 25, 2023 — 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 that it has commenced an underwritten public offering of shares of voting common stock and, in lieu of voting common stock to investors that so choose, non-voting common stock and pre-funded warrants to purchase shares of common stock. All shares of common stock and pre-funded warrants to be sold in the offering will be offered by TScan. TScan intends to grant the underwriters a 30-day option to purchase additional shares of its voting common stock in an amount equal to 15% of the securities offered in the public offering. The offering is subject to market, regulatory and other conditions and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.
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.
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. A offering is being made only by means of a preliminary prospectus supplement and accompanying prospectus which will be filed with the SEC and will be available for free on the SEC’s website at http://www.sec.gov. Copies of the preliminary prospectus 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: (866) 718-1649 or by emailing prospectus@morganstanley.com.
This press release shall not constitue an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.
About TScan Therapeutics, Inc.
TScan is 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. The Company’s lead TCR-T therapy candidates, TSC-100 and TSC-101, are in development for the treatment of patients with hematologic malignancies to eliminate residual disease and prevent relapse after allogeneic hematopoietic cell transplantation.