Rapport Therapeutics Closes Underwritten Public Offerings Of 9,761,905 Shares At $21.00 Per Share

Rapport Therapeutics, Inc. (NASDAQ:RAPP) ("Rapport" or the "Company"), a clinical-stage biotechnology company dedicated to the discovery and development of small molecule precision medicines for patients with neurological or psychiatric disorders, today announced the closing of its previously announced separate underwritten public offerings of 9,761,905 shares of its common stock, which includes the exercise in full of the underwriters’ option to purchase up to 1,428,571 additional shares of its common stock, at a public offering price of $21.00 per share (the "Offering Price") and, in lieu of common stock to investors that so choose, pre-funded warrants to purchase up to 1,190,476 shares of its common stock at an offering price of $20.999 per pre-funded warrant, which represents the per share Offering Price less the $0.001 per share exercise price for each pre-funded warrant (the "common stock offering") and $172.5 million aggregate principal amount of 2.25% convertible senior notes due 2032 (the "notes"), which includes the exercise in full of the underwriters’ over-allotment option to purchase up to an additional $22.5 million aggregate principal amount of notes (the "notes offering" and together with the common stock offering, the "underwritten offerings"). 

Concurrently with the underwritten offerings, Rapport entered into a securities purchase agreement with a certain investor (the "Investor"), in a separately negotiated transaction (the "concurrent private placement" and together with the underwritten offerings, the "offerings") pursuant to which Rapport sold to the Investor 1,428,571 shares of Rapport’s common stock, at the Offering Price. The sale of shares to the Investor in the concurrent private placement were not registered as part of the common stock offering.

The aggregate net proceeds to Rapport from the offerings, after deducting the underwriting discounts and commissions and estimated offering expenses with respect to the underwritten offerings, and placement agent fees and estimated expenses with respect to the concurrent private placement, are approximately $410.7 million, including the underwriters’ exercise of their option to purchase additional shares in full and their over-allotment option to purchase additional notes in full. All of the securities in the offerings were sold by Rapport.