T Cell Sciences didn't keep five million shares on the shelf for long.

The Needham, Mass., company, which last month announcedregistration for a shelf offering of five million shares, said Tuesday itpriced the shares at $2.19 each. The deal, expected to close Friday,will gross T Cell Sciences nearly $11 million. The shelf registrationgave the company the ability to sell the shares over two years.

T Cell Sciences, which has shed most of its diagnostics business toconcentrate on therapeutics, now is in position financially tocomplete trials of its lead complement inhibitor and is in a strongerposition to negotiate partnerships, said Una Ryan, the company'schief scientist who recently was named to the additional posts ofpresident and CEO. She said the additional cash should also help TCell Sciences accelerate earlier programs.

With the new shares T Cell Sciences will have about 24.9 millionoutstanding. It had $6.7 million in cash on June 30, 1996. GenesisMerchant Group Securities, of San Francisco, managed the offering.The company's stock (NASDAQ:TCEL) lost 6 cents Tuesday toclose at $2.38.

Ryan said there was concern about getting the deal done because ofthe downturn in biotechnology stocks this summer and othercompanies pulling their offerings. But, she said, "we've never had achance to tell our new story. When we went out and did the roadshow we saw we could [sell all five million shares], so we went aheadand did it."

The reshaped company has sold or licensed its diagnostics interests,except for the TRAx technology, and stopped funding its T cellantigen receptor program. Ryan's promotion was another step inshowing the new focus on therapeutics and research anddevelopment.

The lead complement inhibitor, TP10, is a soluble form ofcomplement receptor 1. By inhibiting a complement response, thedrug is designed to prevent the unleashing of cell-destroying factorsthat, when produced in excess, can cause dangerous inflammationassociated with such disorders as cardiac reperfusion, transplantrejection and respiratory ailments. The drug is in Phase II trials foradult respiratory distress syndrome and in patients with reperfusioninjury following lung transplant surgery.

Ryan said there are two other platform technologies at T CellSciences. One involves signal transduction screens, with which thecompany is seeking small molecules that inhibit T cells. The otherprogram involves a therapeutic vaccine for atherosclerosis.

T Cell Sciences is in a program with ArQule Inc., of Medford, Mass,to discover small molecules that can suppress or activate T cells, andhas an agreement to screen potential small-molecule drugs from thenatural product extracts owned by Mycosearch Inc., of Durham, N.C.

"We're building a technology platform that will allow us to do morepartnering," Ryan said. "We recognize partnerships are a priority." n

-- Jim Shrine

(c) 1997 American Health Consultants. All rights reserved.

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