TransCode Therapeutics (RNAZ) Announces Proposed Share Offering

TransCode Therapeutics, Inc. (Nasdaq: RNAZ), (the “Company”), an RNA oncology company committed to more effectively treating cancer using RNA therapeutics, today announced the commencement of an underwritten public offering of shares of its common stock. In addition, the Company expects to grant the underwriters a 45-day option to purchase additional shares of its common stock in an amount equal to 15% of the shares offered in the public offering. The offering of common stock is subject to market 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. All shares to be sold in the proposed offering of common stock will be offered by the Company.

ThinkEquity is acting as sole book-running manager for the offering.

The securities described above are being offered pursuant to a registration statement on Form S-3 (File No. 333-268764), which was filed with the Securities and Exchange Commission (the “SEC”) on December 13, 2022, and is effective. The offering will be made only by means of a prospectus supplement and accompanying prospectus. A preliminary prospectus supplement relating to the offering has been filed with the SEC. Electronic copies of the final prospectus supplement, when available, may be obtained on the SEC’s website at http://www.sec.gov and may also be obtained by contacting ThinkEquity at 17 State St., 41st Floor, New York, NY 10004.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein, 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.

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