scPharmaceuticals Announces Pricing of $50.0 Million Public Offering

BURLINGTON, Mass., Aug. 12, 2024 (GLOBE NEWSWIRE) -- scPharmaceuticals Inc. (NASDAQ:SCPH), a pharmaceutical company focused on developing and commercializing products that have the potential to optimize the delivery of infused therapies, advance patient care, and reduce healthcare costs, today announced the pricing of an underwritten public offering of 12,000,000 shares of its common stock at a public offering price of $4.00 per share and, to select investors, in lieu of common stock, pre-funded warrants to purchase up to 500,000 shares of common stock at a purchase price of $3.999 per underlying share, for gross proceeds of approximately $50.0 million, before deducting underwriting discounts and commissions and other offering expenses and excluding the exercise of the pre-funded warrants. The pre-funded warrants have an exercise price of $0.001 per share.  All of the shares and the pre-funded warrants are being offered by scPharmaceuticals. In addition, the Company has granted the underwriters a 30-day option to purchase up to an additional 1,875,000 shares of common stock from the Company at the public offering price, less the underwriting discounts and commissions. The offering is expected to close on August 13, 2024, subject to the satisfaction of customary closing conditions.

Leerink Partners and TD Cowen are acting as joint book-running managers for the offering. Craig-Hallum is acting as lead manager, Maxim is acting as manager. H.C. Wainwright & Co. is acting as a financial advisor.

The offering is being made pursuant to a shelf registration statement on Form S-3, including a base prospectus, that was filed by the Company with the U.S. Securities and Exchange Commission ("SEC") on March 13, 2024 and declared effective on March 22, 2024 (the "Registration Statement"). A preliminary prospectus supplement related to the offering was filed with the SEC on August 12, 2024. The final prospectus supplement related 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 base prospectus relating to the Offering may be obtained from:  Leerink Partners LLC, Attention: Syndicate Department, 53 State Street, 40th Floor, Boston, MA 02109, by telephone at (800) 808-7525, ext. 6105, or by email at [email protected]; and TD Securities (USA) LLC, 1 Vanderbilt Avenue, New York, NY 10017, by telephone at (855) 495-9846 or by email at [email protected].

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state or jurisdiction.

Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements relate to our future expectations, beliefs, plans, strategies, objectives, results, conditions, financial performance, prospects, or other events. Such forward-looking statements include, but are not limited to, those regarding the anticipated completion of the offering and the anticipated net proceeds from the offering. In some cases, forward-looking statements can be identified by the use of words such as "will," "may," "believe," "expect," "look forward," "on track," "guidance," "anticipate," "estimate," "project" and similar expressions, and the negatives thereof (if applicable).

Our forward-looking statements are based on estimates and assumptions that are made within the bounds of our knowledge of our business and operations and that we consider reasonable. However, our business and operations are subject to significant risks, and, as a result, there can be no assurance that actual results of our research, development and commercialization activities and the results of our business and operations will not differ materially from the results contemplated in such forward-looking statements. Factors that could cause actual results to differ from expectations in our forward-looking statements include the risks and uncertainties described in the "Risk Factors" section of our Annual Report on Form 10-K for the year ended December 31, 2023, which we filed with the SEC on March 13, 2024, subsequent filings with the SEC and the preliminary prospectus supplement related to this offering.

Forward-looking statements speak only as of the date they are made and are not guarantees of future performance. Accordingly, you should not place undue reliance on forward-looking statements. We do not undertake any obligation to publicly update or revise our forward-looking statements, except as required by law.

Katherine Miranda

scPharmaceuticals Inc., 781-301-6869

[email protected]

Investors:

PJ Kelleher

LifeSci Advisors, 617-430-7579

[email protected]