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Sangamo Therapeutics Announces Pricing of $23.0 Million Underwritten Offering

via Business Wire

Sangamo Therapeutics, Inc. (Nasdaq: SGMO), a genomic medicine company, today announced the pricing of an underwritten offering consisting of 12,235,000 shares of its common stock and pre-funded warrants to purchase 34,398,393 shares of its common stock, together with accompanying warrants to purchase 46,633,393 shares of its common stock. The combined offering price of each share of common stock and accompanying warrant is $0.50. The combined offering price of each pre-funded warrant and accompanying warrant is $0.49. The common stock and pre-funded warrants are being sold in combination with an accompanying warrant to purchase one share of common stock issued for each share of common stock or pre-funded warrant sold. The accompanying warrant has an exercise price of $0.75 per share, will become exercisable six months from the date of issuance and will expire six years from the date of issuance. All of the securities in the offering are to be sold by Sangamo. The offering is expected to close on or about May 14, 2025, subject to the satisfaction of customary closing conditions.

The gross proceeds to Sangamo from this underwritten offering, before deducting the underwriting discount and other estimated offering expenses, are expected to be approximately $23.0 million. Sangamo intends to use the net proceeds from the offering for working capital and general corporate purposes.

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

A shelf registration statement on Form S-3 relating to the offering of the securities described above was previously filed with the Securities and Exchange Commission (SEC) and subsequently declared effective by the SEC. The offering is being made solely by means of a prospectus. A final prospectus supplement and accompanying prospectus relating to the offering will be filed with the SEC and will be available on the SEC’s website located at http://www.sec.gov. A copy of the final prospectus supplement and accompanying prospectus relating to the offering, when available, may be obtained by investors for free from: Cantor Fitzgerald & Co., Attention: Capital Markets, 110 East 59th Street, 6th floor, New York, New York 10022; by email at prospectus@cantor.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, 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 registration or qualification under the securities laws of any such state or jurisdiction.

About Sangamo Therapeutics

Sangamo Therapeutics is a genomic medicine company dedicated to translating ground-breaking science into medicines that transform the lives of patients and families afflicted with serious neurological diseases who do not have adequate or any treatment options. Sangamo believes that its zinc finger epigenetic regulators are ideally suited to potentially address devastating neurological disorders and that its capsid discovery platform can expand delivery beyond currently available intrathecal delivery capsids, including in the central nervous system. Sangamo’s pipeline also includes multiple partnered programs and programs with opportunities for partnership and investment.

Forward Looking Statements

This press release contains forward-looking statements regarding Sangamo's current expectations. These forward-looking statements include, without limitation, references to Sangamo's expectations regarding the completion of the offering and its anticipated use of net proceeds from the offering. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Factors that could cause actual results to differ include, but are not limited to, risks and uncertainties related to completion of the offering on the anticipated terms or at all; the effects of macroeconomic factors or financial challenges, including as a result of the ongoing overseas conflict, tariffs and trade measures, inflation and rising interest rates, on the global business environment, healthcare systems and business and operations of Sangamo and its collaborators, including the initiation and operation of clinical trials; and the satisfaction of customary closing conditions related to the offering. These and other risks and uncertainties are described more fully in the section captioned "Risk Factors" in Sangamo's Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 17, 2025 and Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 filed with the SEC on May 12, 2025, as well as the final prospectus supplement related to the offering to be filed with the SEC and other filings. Forward-looking statements contained in this announcement are made as of this date, and Sangamo undertakes no duty to update such information except as required under applicable law.

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