Delaware

001‑37687

46‑4097528

(State or Other Jurisdiction
of Incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

11 Hurley Street
Cambridge, Massachusetts

02141

(Address of Principal Executive Offices)

(Zip Code)

Exhibit
No.

Description

99.1

Press release issued by the Company on March 7, 2017*

EDITAS MEDICINE, INC.

Date: March 7, 2017

By:

/s/ Katrine S. Bosley

Katrine S. Bosley

President and Chief Executive Officer

Exhibit
No.

Description

99.1

Press release issued by the Company on March 7, 2017*

Exhibit 99.1

·

Reinforced robust Cas9 intellectual property.  Highly favorable decision by US Patent and Trademark Office (USPTO) in February 2017 affirmed and upheld the Broad Institute, Inc’s (Broad) fundamental CRISPR/Cas9 patents and reinforces Editas Medicine’s unmatched intellectual property portfolio for CRISPR medicines. The USPTO determined that Broad’s invention using CRISPR/Cas9 in eukaryotic cells was not obvious in view of University of California, University of Vienna, and Emmanuelle Charpentier’s claims in their patent application and thus ended the interference and upheld the Broad issued patents. 

Foundational claims covering the use of CRISPR/Cas9 for gene editing in eukaryotic cells have issued to the Broad as patents in each of the United States, Europe, and Australia. 

·

Expanded unparalleled and differentiated platform for genome editing medicines with exclusive licenses for the CRISPR/Cpf1 system and for advanced forms of Cas9.  Editas Medicine’s platform now includes exclusive rights to both CRISPR systems that have been demonstrated to work in human cells: Cas9 and Cpf1. Cpf1 offers several potential advantages including expanding the range of genomic sites that can be edited, simplifying manufacture and delivery, and increased efficiency and accuracy of some forms of gene repair. Its intellectual property rights are independent of Cas9.

·

Invented and deployed new proprietary technologies to potentially enable unprecedented medicines.  Editas Medicine achieved multiple technical advancements including novel compositions and methods for covalently-coupled dual guide RNAs and rigorous new empirical methods for assessing specificity referred to as Uni-directional Targeted Sequencing (UDITAS™).

·

Achieved in vivo proof-of-editing in non-human primates in our Leber Congenital Amaurosis type 10 (LCA10) program.  Our advancements in the LCA10 program establish the foundation for developing a wide range of potential treatments for inherited retinal diseases and diseases of the eye, as well as other systemic therapies.

·

Demonstrated efficient editing of hematopoietic stem cells (HSCs) and long-term engraftment and reconstitution of the blood and bone marrow using edited cells in animal models.  Editas Medicine's progress in HSCs provides the foundation for potential CRISPR medicines to treat a broad range of diseases of the blood and bone marrow,  including sickle cell disease and immunological diseases.

·

Attained over 90% knock-out of PD-1 in T cells carrying a chimeric antigen receptor (CAR) with no detected off-target edits in our collaboration with Juno Therapeutics, Inc. (Juno Therapeutics).  In our wholly-owned T cell research outside of cancer, we attained similar high levels of editing and targeted integration that creates the potential to treat a broad array of immunological and infectious diseases.

·

Successfully completed initial public offering resulting in $109 million in gross proceeds including full exercise of underwriters' over-allotment option.

·

Expanded and strengthened executive team with multiple appointments in 2016 and early 2017, including:

o

Charles Albright, Ph.D., Chief Scientific Officer; 

o

Gerald Cox, M.D., Ph.D., Chief Medical Officer;

o

Timothy Hunt, J.D., Senior Vice President of Corporate Affairs;

o

Haiyan Jiang, Ph.D., Vice President of Preclinical Science;

o

Pamela Stetkiewicz, Ph.D., Vice President of Program and Alliance Management;

o

Kenneth LeClair, Ph.D., Vice President of Technical Development and Manufacturing;

o

Semiramis Trotto, Vice President of Human Resources; and

o

Kevin Dushney, Vice President of Information Technology.

·

Established important alliances to further extend platform leadership and advance our pipeline.  We are working with Adverum Biotechnologies to explore the use of Adverum's next-generation adeno-associated virus (AAV) vectors in up to five ophthalmic indications.  Through our collaboration with San Raffaele Telethon Institute for Gene Therapy (TIGET), one of the world's leading institutes for genomic medicines, we aim to advance our pipeline of HSC and T cell therapies.

·

Submit IND for LCA10 program by end of year;

·

Initiate LCA10 clinical natural history study mid-year;

·

Achieve pre-clinical proof-of-concept for additional programs;

·

Establish additional alliances to enable successful product development; and

·

Continue to build outstanding organization and culture.

·

Barclays Global Healthcare Conference, March 16, 9:30 a.m. ET, Miami; and

·

UBS Global Healthcare Conference, May 22-24, New York City.

·

Keystone Symposium on Genomic Instability and DNA Repair, April 2-6, Santa Fe;

·

Tides 2017: Oligonucleotide and Peptide Therapeutics, April 30-May 3, San Diego; and

·

American Society of Gene & Cell Therapy (ASGCT), May 10-13, Washington, DC.

·

Collaboration and other research and development revenues were $0.9 million for the three months ended December 31, 2016, compared to $0.8 million for the same period in 2015.  The $0.1 million increase was due to an increase in revenue recognized pursuant to our collaboration with Cystic Fibrosis Foundation Therapeutics, Inc.

·

Research and development expenses increased by $21.0 million, to $26.8 million for the three months ended December 31, 2016, from $5.8 million for the same period in 2015.  The $21.0 million increase was due to a  $16.5 million increase in license fees, primarily related to new license agreements with Massachusetts General Hospital and the Broad Institute,  a  $2.1 million increase in employee and non-employee related expenses, including stock-based compensation, resulting from an increase in the size of our workforce, a  $1.2 million increase in our process and platform development expenses due to increased research activity, and a  $1.2 million increase in facility-related costs resulting from additional office and laboratory space.

·

General and administrative expenses increased by $5.7 million to $13.0 million for the three months ended December 31, 2016, from $7.3 million for the same period in 2015.  The $5.7 million increase in general and administrative expenses consisted of an increase of $3.5 million in legal fees to support patents that we own or in-license, including costs for the prosecution and maintenance of patents that we own or in-license as well as to procure the application for and issuance of additional patents in the United States and other jurisdictions, an increase of $1.6 million in employee compensation costs, and a  $0.6 million increase in other general and administrative expenses including office and facility costs related to our new headquarters.

·

Collaboration and other research and development revenues were $6.1 million for 2016, compared to $1.6 million for 2015.  The increase of $4.5 million was due to a  $4.2 million increase in revenue recognized pursuant to our collaboration with Juno Therapeutics, and a  $0.3 million increase in revenue recognized pursuant to our agreement with Cystic Fibrosis Foundation Therapeutics.

·

Research and development expenses for 2016 were $57.0 million, compared to $18.8 million for 2015.  The increase of $38.1 million was due to a  $14.6 million increase in research and development employee and non-employee compensation costs, including stock based compensation, a  $13.1 million increase in license fees primarily related to new license agreements with Massachusetts General Hospital and the Broad Institute, $6.4 million in increased process and platform development costs, $3.9 million in increased facilities costs, and $0.1 million in increased other expenses.

·

General and administrative expenses were $46.3 million for 2016, compared to $18.1 million for 2015.  The increase of $28.2 million was due to a  $16.5 million increase in in legal fees to support patents that we own or in-license, including costs for the prosecution and maintenance of patents that we own or in-license, $7.2 million in increased employee

compensation costs, $2.4 million in increased contractor consulting fees, and $2.1 million in other general and administrative expenses.

·

Other income (expense), net for 2016 was $5 thousand, compared to $(37.6) million for 2015.  The decrease in expense was primarily related to a  $35.6 million decrease in our Series A preferred stock tranche right liability, which was settled in June 2015, resulting from mark-to-market adjustments attributable to an increase in the fair value of our Series A preferred stock during 2015, and to a  $1.6 million mark-to-market adjustment recorded in June 2015 for the anti-dilution protection liability, which was also settled in June 2015, related to our issuance of common stock to our licensors. 

Three Months Ended

Twelve Months Ended

December 31,

December 31,

2016

2015

2016

2015

Collaboration and other research and development revenues

$

$

$

$

Operating expenses:

Research and development

General and administrative

Total operating expenses

Operating loss

Other income (expense), net:

Other expense, net

Interest income (expense), net

Total other income (expense), net

Net loss and comprehensive loss

$

$

$

$

Accretion of redeemable convertible preferred stock to

redemption value

$

-

$

$

$

Net loss attributable to common

stockholders

$

$

$

$

Net loss per share attributable to

common stockholders, basic and diluted

$

$

$

$

Weighted-average common shares outstanding, basic and diluted

December 31,

December 31,

2016

2015

Cash and cash equivalents

$

$

Working capital

Total assets

Deferred revenue, net of current

Construction financing lease obligation, net of

current portion

-

Redeemable convertible preferred stock

-

Total stockholders' equity (deficit)