Taysha Gene Therapies Announces Proposed Public Offering of Common Stock and Pre-Funded Warrants

Rhea-AI Summary

Taysha Gene Therapies (NASDAQ: TSHA), a clinical-stage biotech company specializing in AAV-based gene therapies for CNS diseases, has announced a new public offering of common stock and pre-funded warrants. The offering includes an option for underwriters to purchase up to an additional 15% of shares within 30 days. Jefferies, BofA Securities, Piper Sandler, and Barclays are serving as joint book-running managers for the offering.

The offering will be conducted under a shelf registration statement that was filed with the SEC on December 13, 2024, and became effective on December 20, 2024. The final size, terms, and completion of the offering will depend on market conditions.

Positive

• None.

Negative

• Potential dilution of existing shareholders' value through new stock issuance
• Additional pre-funded warrants could further dilute share value when exercised

Insights

Biotechnology Investment Analyst

Taysha's new stock offering will dilute existing shareholders but provides critical capital for advancing its CNS gene therapy pipeline.

Taysha Gene Therapies has announced a public offering of common stock and pre-funded warrants, signaling a strategic move to strengthen its balance sheet. This capital raise is a double-edged sword for investors. While it will provide essential funding to advance Taysha's clinical programs targeting severe monogenic CNS diseases, it will also dilute existing shareholders' ownership stakes.

The structure of the offering is noteworthy - including both common stock and pre-funded warrants (which function similarly to common stock but with a nominal exercise price remaining). The underwriter option for an additional 15% suggests the company is maximizing its fundraising potential in the current market window. The involvement of four major investment banks (Jefferies, BofA Securities, Piper Sandler, and Barclays) as joint book-running managers indicates strong institutional backing.

For clinical-stage biotech companies like Taysha, periodic capital raises are expected as they typically have no revenue-generating products while facing substantial R&D expenses. The gene therapy space is particularly capital-intensive due to manufacturing complexity and lengthy clinical trials. This offering is likely designed to extend Taysha's operational runway, funding continued development of its AAV-based gene therapies through critical clinical milestones.

Investors should recognize this as a necessary step in the company's development trajectory, though the ultimate impact depends on pricing, total capital raised, and how efficiently management deploys these resources toward value-creating clinical and regulatory milestones.

DALLAS, May 28, 2025 (GLOBE NEWSWIRE) -- Taysha Gene Therapies, Inc. (Nasdaq: TSHA) (Taysha or the Company), a clinical-stage biotechnology company focused on advancing adeno-associated virus (AAV)-based gene therapies for severe monogenic diseases of the central nervous system (CNS), today announced that it has commenced an underwritten public offering of shares of its common stock and, in lieu of common stock to certain investors that so choose, pre-funded warrants to purchase shares of its common stock. All of the securities will be offered by Taysha. Taysha also intends to grant the underwriters a 30-day option to purchase up to an additional 15% of the shares of its common stock offered in the public offering under the same terms and conditions (including shares underlying the pre-funded warrants). The offering is subject to market conditions, and there can be no assurance as to whether or when the offering may be completed, or the actual size or terms of the offering.

Jefferies, BofA Securities, Piper Sandler and Barclays are acting as joint book-running managers for the proposed offering.

A shelf registration statement relating to the securities offered in the public offering described above was filed with the Securities and Exchange Commission (the SEC) on December 13, 2024, and declared effective by the SEC on December 20, 2024. The offering will be made only by means of a written prospectus and prospectus supplement that form a part of the registration statement. A preliminary prospectus supplement and accompanying prospectus relating to the offering will be filed with the SEC and will be available on the SEC’s website at www.sec.gov. Copies of the preliminary prospectus supplement and the accompanying prospectus, when available, may also be obtained by contacting Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, or by telephone at (877) 821-7388, or by e-mail at Prospectus_Department@Jefferies.com; BofA Securities Inc., Attention: Prospectus Department, 201 North Tryon Street, NC1-022-02-25 Charlotte, NC 28255- 0001, or by e-mail at dg.prospectus_requests@bofa.com; Piper Sandler & Co., Attention: Prospectus Department, 800 Nicollet Mall, J12S03, Minneapolis, Minnesota 55402, or by telephone at (800) 747-3924, or by e-mail at prospectus@psc.com; or Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, by telephone at (888) 603-5847, or by email at Barclaysprospectus@broadridge.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities being offered, nor shall there be any sale of the securities being offered 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 Taysha Gene Therapies

Taysha Gene Therapies (Nasdaq: TSHA) is a clinical-stage biotechnology company focused on advancing adeno-associated virus (AAV)-based gene therapies for severe monogenic diseases of the central nervous system. Its lead clinical program TSHA-102 is in development for Rett syndrome, a rare neurodevelopmental disorder with no approved disease-modifying therapies that address the genetic root cause of the disease. With a singular focus on developing transformative medicines, Taysha aims to address severe unmet medical needs and dramatically improve the lives of patients and their caregivers. The Company’s management team has proven experience in gene therapy development and commercialization. Taysha leverages this experience, its manufacturing process and a clinically and commercially proven AAV9 capsid in an effort to rapidly translate treatments from bench to bedside.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “anticipates,” “believes,” “expects,” “intends,” “projects,” “plans,” and “future” or similar expressions are intended to identify forward-looking statements. Forward-looking statements include statements concerning the potential of TSHA-102 and Taysha’s other product candidates to positively impact quality of life and alter the course of disease in the patients Taysha seeks to treat, Taysha’s research, development and regulatory plans for its product candidates and Taysha’s anticipated public offering, including the uncertainties related to market conditions and the completion of the public offering on the anticipated terms, if at all. Forward-looking statements are based on management’s current expectations and are subject to various risks and uncertainties that could cause actual results to differ materially and adversely from those expressed or implied by such forward-looking statements. Accordingly, these forward-looking statements do not constitute guarantees of future performance, and you are cautioned not to place undue reliance on these forward-looking statements. Risks regarding Taysha’s business are described in detail in its SEC filings, including in Taysha’s Annual Report on Form 10-K for the year ended December 31, 2024 and Quarterly Report on Form 10-Q for the quarter ended March 31, 2025, which are available on the SEC’s website at www.sec.gov. Additional information will be made available in other filings that Taysha makes from time to time with the SEC. These forward-looking statements speak only as of the date hereof, and Taysha disclaims any obligation to update these statements except as may be required by law.

Company Contact:  

Hayleigh Collins
Senior Director, Corporate Communications and Investor Relations
Taysha Gene Therapies, Inc.
hcollins@tayshagtx.com

Media Contact: 

Carolyn Hawley
Inizio Evoke
Carolyn.hawley@inizioevoke.com 

FAQ

What is the purpose of TSHA's public offering of common stock and pre-funded warrants?

While not explicitly stated in the press release, public offerings typically raise capital for company operations, research and development, or other corporate purposes. The specific use of proceeds will be detailed in the prospectus.

Who are the underwriters for Taysha Gene Therapies' (TSHA) public offering?

Jefferies, BofA Securities, Piper Sandler, and Barclays are acting as joint book-running managers for the proposed offering.

When was TSHA's shelf registration statement declared effective by the SEC?

The shelf registration statement was filed on December 13, 2024, and declared effective by the SEC on December 20, 2024.

What is the size of the additional share purchase option given to underwriters in TSHA's offering?

The underwriters have a 30-day option to purchase up to an additional 15% of the shares offered in the public offering under the same terms and conditions.

What type of gene therapies does Taysha Gene Therapies focus on?

Taysha focuses on developing adeno-associated virus (AAV)-based gene therapies for severe monogenic diseases of the central nervous system (CNS).