edit_Current_Folio_8K

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 


 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): March 30, 2016

 


 

Editas Medicine, Inc.

(Exact Name of Registrant as Specified in its Charter)

 


 

 

 

 

 

 

Delaware

 

001-37687

 

46-4097528

(State or Other Jurisdiction
of Incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

 

300 Third Street, First Floor
Cambridge, Massachusetts

 

02142

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (617) 401-9000

 

 

(Former Name or Former Address, if Changed Since Last Report)

 


 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

 

 


 

 

Item 2.02.  Results of Operations and Financial Condition

 

On March 30, 2016, Editas Medicine, Inc., a Delaware corporation (the “Company”), issued a press release announcing financial results for the fiscal quarter and year ended December 31, 2015 and the Company’s estimated cash and cash equivalents as of March 29, 2016. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

The information contained in Item 2.02 in this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 9.01.  Financial Statements and Exhibits.

 

(d) Exhibits

 

 

 

 

Exhibit
No.

    

Description

99.1

 

Press release issued by the Company on March 30, 2016*

 

*This exhibit shall be deemed to be furnished and not filed.

2


 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

EDITAS MEDICINE, INC.

 

 

 

Date: March 30, 2016

By:

/s/ Katrine S. Bosley

 

 

Katrine S. Bosley

 

 

President and Chief Executive Officer

 

3


 

 

EXHIBIT INDEX

 

 

 

 

Exhibit
No.

    

Description

99.1

 

Press release issued by the Company on March 30, 2016*

 

*This exhibit shall be deemed to be furnished and not filed.

 

4


edit_Ex99_1

Exhibit 99.1

 

Picture 2

 

Editas Medicine Reports Fourth Quarter and

Full Year 2015 Financial Results

Well-positioned to advance multiple programs and continue expansion of genome editing platform

Cash balance of approximately $230 million funds diversified pipeline

Executive team and board of directors expanded to strengthen leadership

CAMBRIDGE, Mass., Mar. 30, 2016 (GLOBE NEWSWIRE) – Editas Medicine, Inc. (NASDAQ: EDIT) today reported financial results for the fourth quarter and full year ended December 31, 2015, and provided an update on key achievements and upcoming events.

“Over the past year we significantly advanced our programs, expanded our genome editing platform, further built our executive team, and deepened the capital foundation of Editas," said Katrine S. Bosley, President and Chief Executive Officer of Editas Medicine.  "We believe we are very well-positioned to pursue our mission to bring important genomic medicines to patients.”

Key Achievements

·

Deepened the capital foundation of the Company with over $200 million raised through a significant private financing of $120.0 million in August 2015 and successful completion of the initial public offering of common stock in February 2016, including the underwriters’ full exercise of their overallotment option, which generated $97.8 million in net proceeds.

·

Expanded the executive team with the appointments of Vic Myer, Ph.D., as Chief Technology Officer in April 2015, Andrew Hack, M.D., Ph.D., as Chief Financial Officer in July 2015, Timothy Hunt as Senior Vice President of Corporate Affairs in January 2016, Haiyan Jiang, Ph.D., as Vice President of Preclinical Science in January 2016, and Pamela Stetkiewicz, Ph.D., as Vice President of Program and Alliance Management in February 2016.

·

Expanded the board of directors in January 2016 with the appointment of John D. Mendlein, Ph.D., CEO of aTyr Pharma.

·

Established strategic alliance with Juno Therapeutics, Inc., a leader in cancer immunotherapy, in May 2015 to create next-generation CAR-T and engineered TCR therapies.

·

Continued to advance and broaden the intellectual property foundation of the Company, which, as of February 29, 2016, included 24 issued U.S. and European patents and over 330 pending patent applications covering a wide range of genome editing technologies.


 

·

Recognized as 2015 Technology Pioneer by the World Economic Forum.

Upcoming Events

·

Editas scientists will present an abstract with data from the Company’s LCA10 program at the Association for Research in Vision and Ophthalmology 2016 Annual Meeting to be held May 1-5 in Seattle, WA.

·

Editas scientists will present five abstracts, including one oral presentation, at the American Society of Gene and Cell Therapy 2016 Annual Meeting to be held May 4-7 in Washington, DC.

Fourth Quarter and Full Year 2015 Financial Results

Cash and cash equivalents at December 31, 2015 were $143.2 million, compared to $155.3 million at September 30, 2015 and $10.6 million at December 31, 2014.  Total cash and cash equivalents at December 31, 2015 did not include total net proceeds of approximately $97.8 million from the Company's initial public offering of common stock in February 2016.  Cash and cash equivalents at March 29, 2016 were approximately $230 million (unaudited).

For the fourth quarter 2015, net loss attributable to common stockholders was $12.7 million, or $4.05 per share, compared to $5.5 million, or $3.50 per share, for the same period in 2014.

·

Research and development expenses for the fourth quarter 2015 were approximately $5.8 million, compared to $2.4 million for the same period in 2014.  The increase was largely due to employee and contractor compensation, as well as process and platform development costs.

·

General and administrative expenses were $7.3 million for the fourth quarter 2015, compared to $2.8 million for the same period in 2014.  The increase was largely due to patent-related fees, as well as employee and contractor compensation.

For the full year 2015, net loss attributable to common stockholders was $73.3 million, or $28.55 per share, compared to $14.0 million, or $12.46 per share, for the same period in 2014.

·

Research and development expenses for the full year 2015 were approximately $18.8 million, compared to $5.1 million for the same period in 2014.  The increase was largely due to employee and contractor compensation, sub-license fees and expenses triggered by entry into the collaboration agreement with Juno Therapeutics, Inc., as well as process and platform development costs.

·

General and administrative expenses were $18.1 million for the full year 2015, compared to $7.6 million for the same period in 2014.  The increase was largely due to patent-related fees, as well as employee and contractor compensation.

·

Other expense, net for the full year 2015 was approximately $37.4 million, compared to $0.9 million for the same period in 2014.  The increase was largely due to non-cash charges associated with the tranche rights and anti-dilution provisions of the Company’s Series A Preferred Stock.


 

About Editas Medicine

Editas Medicine is a leading genome editing company dedicated to treating patients with genetically-defined diseases by correcting their disease-causing genes. The Company was founded by world leaders in genome editing, and its mission is to translate the promise of genome editing science into a broad class of transformative genomic medicines to benefit the greatest number of patients.

Forward-Looking Statements

This press release contains forward-looking statements and information within the meaning of The Private Securities Litigation Reform Act of 1995. The words ‘‘anticipate,’’ ‘‘believe,’’ ‘‘continue,’’ ‘‘could,’’ ‘‘estimate,’’ ‘‘expect,’’ ‘‘intend,’’ ‘‘may,’’ ‘‘plan,’’ ‘‘potential,’’ ‘‘predict,’’ ‘‘project,’’ ‘‘target,’’ ‘‘should,’’ ‘‘would,’’ and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. The Company may not actually achieve the plans, intentions, or expectations disclosed in these forward-looking statements, and you should not place undue reliance on these forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in these forward-looking statements as a result of various factors, including:  uncertainties inherent in the initiation and completion of preclinical studies and clinical trials and clinical development of the Company’s product candidates; availability and timing of results from preclinical studies and clinical trials; whether interim results from a clinical trial will be predictive of the final results of the trial or the results of future trials; expectations for regulatory approvals to conduct trials or to market products and availability of funding sufficient for the Company’s foreseeable and unforeseeable operating expenses and capital expenditure requirements.  These and other risks are described in greater detail under the caption “Risk Factors” included in the Company’s Annual Report on Form 10-K, which is on file with the Securities and Exchange Commission, and in other filings that the Company may make with the Securities and Exchange Commission in the future. Any forward-looking statements contained in this press release speak only as of the date hereof, and the Company expressly disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.


 

EDITAS MEDICINE, INC.

Consolidated Statement of Operations

(amounts in thousands)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Twelve Months Ended

 

 

 

December 31,

 

December 31,

 

 

    

2015

    

2014

    

2015

    

2014

 

 

 

 

 

 

 

 

 

 

 

Collaboration revenue

 

$

792 

 

$

-

 

$

1,629 

 

$

-

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

 

5,826 

 

 

2,395 

 

 

18,846 

 

 

5,073 

 

General and administrative

 

 

7,339 

 

 

2,793 

 

 

18,095 

 

 

7,650 

 

Total operating expenses

 

 

13,165 

 

 

5,188 

 

 

36,941 

 

 

12,723 

 

Operating loss

 

 

(12,373)

 

 

(5,188)

 

 

(35,312)

 

 

(12,723)

 

Other expense, net:

 

 

 

 

 

 

 

 

 

 

 

 

 

Other expense, net

 

 

(226)

 

 

(206)

 

 

(37,445)

 

 

(928)

 

Interest expense, net

 

 

(34)

 

 

(17)

 

 

(143)

 

 

(34)

 

Total other expense, net

 

 

(260)

 

 

(223)

 

 

(37,588)

 

 

(962)

 

Net loss and comprehensive loss

 

$

(12,633)

 

$

(5,411)

 

$

(72,900)

 

$

(13,685)

 

Accretion of redeemable convertible preferred stock to redemption value

 

 

(99)

 

 

(96)

 

 

(394)

 

 

(309)

 

Net loss attributable to common stockholders

 

$

(12,732)

 

$

(5,507)

 

$

(73,294)

 

$

(13,994)

 

Net loss per share attributable to common stockholders, basic and diluted

 

$

(4.05)

 

$

(3.50)

 

$

(28.55)

 

$

(12.46)

 

Weighted-average common shares outstanding, basic and diluted

 

 

3,145,380 

 

 

1,575,641 

 

 

2,566,916 

 

 

1,123,098 

 

 

    


 

 

EDITAS MEDICINE, INC.

Selected Balance Sheet Items

(amounts in thousands)

(Unaudited)

 

 

 

December 31,

 

 

    

2015

    

2014

 

Cash and cash equivalents

 

$

143,180 

 

$

10,623 

 

Working capital

 

 

138,060 

 

 

4,555 

 

Total assets

 

 

149,363 

 

 

12,188 

 

Deferred revenue

 

 

25,321 

 

 

 

Redeemable convertible preferred stock

 

 

199,915 

 

 

20,772 

 

Total stockholders’ deficit

 

 

(83,114)

 

 

(15,292)

 

 

 

Media Contact

Dan Budwick

Pure Communications, Inc.

(973) 271-6085

dan@purecommunicationsinc.com

 

Investor Contact

Jesse Baumgartner

Stern Investor Relations, Inc.

(212) 362-1200

jesse@sternir.com