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 6, 2018

 


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.)

 

11 Hurley Street
Cambridge, Massachusetts

02141

(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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b‑2 of the Securities Exchange Act of 1934 (§240.12b‑2 of this chapter).

 

Emerging growth company ☒

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

 

 

 


 

Item 2.02.            Results of Operations and Financial Condition

 

On March 6, 2018, Editas Medicine, Inc., a Delaware corporation (the “Company”), issued a press release announcing financial results for the fiscal quarter and year ended December 31, 2017 and other business highlights. 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 6, 2018*

 

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


 

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 6, 2018

By:

/s/ Katrine S. Bosley

 

 

 

Katrine S. Bosley

 

 

 

President and Chief Executive Officer

 


edit_Ex99_1

Exhibit 99.1

 

Picture 2

 

Editas Medicine Announces Fourth Quarter and Full Year 2017 Results and Update

 

 

EDIT-101 for Leber Congenital Amaurosis type 10 (LCA10) on track for mid-2018 Investigational New Drug (IND) filing

 

Expecting at least five clinical-stage programs by end of 2022 as part of EM22 five-year goals

 

Year-end cash, cash equivalents, and marketable securities of $329 million expected to fund business for at least 24 months

 

 

CAMBRIDGE, Mass., March 6, 2018 (GLOBE NEWSWIRE) – Editas Medicine, Inc. (NASDAQ: EDIT), a leading genome editing company, today reported financial results for the fourth quarter and full year 2017.  The Company also outlined its recent achievements and anticipated progress as well as short- and long-term goals.

 

“Our accomplishments in 2017 provide strong momentum into 2018 and beyond as we work to bring transformative medicines to patients,” said Katrine Bosley, President and Chief Executive Officer of Editas Medicine.  “We advanced our lead experimental medicine, EDIT-101, toward the clinic, made important progress on multiple additional ocular and engineered cell medicine programs, and further strengthened our business with key new team members and strategic business development.  We are well positioned to achieve our EM22 five-year goals, which include having five medicines in clinical development in 2022."

 

Recent Achievements and Anticipated Progress

 

Bringing transformative medicines to patients

 

·

EDIT-101 for LCA10 remains on track for a mid-2018 IND filing.  Over the past year, the Company has reported on its robust package of preclinical pharmacology data that supports this IND filing at multiple scientific and medical congresses.  In addition, Editas Medicine presented data at the Keystone Symposium on Genome Engineering with Programmable Nucleases demonstrating low prevalence of pre-existing antibodies in humans to Streptococcus pyogenes Cas9 and Staphylococcus aureus Cas9.  A clinical natural history study of LCA10 patients is underway to inform human interventional clinical trial design and facilitate enrollment.

 


 

·

Broader ocular pipeline emerging with programs for the treatment of recurrent ocular herpes simplex virus type 1 (HSV-1) infection and Usher Syndrome type 2a (USH2a).  For the recurrent ocular HSV-1 program, the Company will present in vivo proof-of-concept data at the Association for Research in Vision & Ophthalmology in late April.   For the USH2a program, the Company and collaborators at Massachusetts Eye and Ear plan to present results that validate a potential gene editing approach in the first half of the year.

 

·

First oncology candidate from collaboration with Juno Therapeutics, Inc. (Juno Therapeutics) progressing towards clinical trials.  Juno Therapeutics plans to begin IND-enabling studies this year and aims to initiate human clinical trials next year for a T cell medicine, with Editas Medicine's proprietary gene edits, to treat human papillomavirus (HPV)-associated solid tumors.

 

·

Exploring development of a superior medicine for sickle cell disease and beta-thalassemia.  The Company is pursuing multiple approaches including gene disruption to durably induce high levels of fetal hemoglobin and gene insertion to restore adult hemoglobin while simultaneously eliminating sickle hemoglobin.  The Company expects to present its latest progress on its work to induce high levels of fetal hemoglobin in the first half of the year.

 

Advancing organizational excellence

 

·

Strengthened Board of Directors with appointment of Jessica Hopfield, Ph.D.  Dr. Hopfield is a former Partner of McKinsey & Company with more than 20 years of experience in the medical and healthcare fields.

 

Building a sustainable and valued business

 

·

Acquired certain assets and capabilities from i2 Pharmaceuticals’ and certain of its affiliated companies for guide RNA engineering and manufacturing. This acquisition brings world-class RNA chemistry capabilities and proprietary classes of guide RNAs with distinct intellectual property and exemplifies our continued commitment to build an unparalleled genome editing platform to develop best-in-class CRISPR medicines.

 

·

Strengthened balance sheet to fund business through multiple value inflection points.  The Company held cash, cash equivalents, and marketable securities of $329 million as of December 31, 2017, providing at least 24 months of funding for operating expenses and capital expenditures.  In addition, the Company raised approximately $50 million in gross proceeds in the first quarter of 2018 through its at-the-market facility.

 


 

2018 Goals

 

Editas Medicine has established the following goals for the year ahead:

 

·

Submit IND for LCA10 program by mid-2018;

 

·

Report preclinical proof-of-concept from additional programs;

 

·

Advance manufacturing capabilities to enable additional IND(s) in 2019;

 

·

Establish additional important strategic alliances; and

 

·

Continue to build a best-in-class organization and culture.

 

Editas Medicine’s EM22 Vision and Goals

 

By the end of 2022, Editas Medicine expects to be delivering on its commitment to patients with serious diseases around the world by advancing:

 

·

At least three experimental medicines in early-stage clinical trials;

 

·

At least two experimental medicines in or ready for late-stage clinical trials; and

 

·

A best-in-class platform, pipeline, and organizational culture for developing genomic medicines.

 

These goals build on Editas Medicine’s current success and on the breadth of its platform to make genome editing medicines. The EM22 goals include delivering at least two experimental medicines in ophthalmology and at least one from the collaboration with Juno Therapeutics. Further, the 2022 clinical pipeline is expected to include medicines that incorporate important advancements from the platform as well as at least one new kind of gene edited cell medicine.

 

Upcoming Events

 

Editas Medicine will participate in the following investor events:

 

·

Cowen & Company 38th Annual Health Care Conference, March 14, 8:00 a.m. ET, Boston;

 

·

Barclays Global Healthcare Conference, March 15, 8:30 a.m. ET, Miami;

 

·

Morgan Stanley Healthcare Corporate Access Day, March 20, Boston; and

 

·

Oppenheimer 28th Annual Healthcare Conference, March 21, 9:45 a.m. ET, New York.

 


 

Editas Medicine will participate in the following scientific and medical conferences:

 

·

Association for Research in Vision & Ophthalmology, April 29-May 3, Honolulu; and

 

·

American Society of Gene & Cell Therapy, May 16-19, Chicago.

 

Fourth Quarter and Full Year 2017 Financial Results

 

Cash, cash equivalents, and marketable securities at December 31, 2017, were $329.1 million, compared to $295.7 million at September 30, 2017, and $185.3 million at December 31, 2016.

 

For the three months ended December 31, 2017, net loss attributable to common stockholders was $36.2 million, or $0.84 per share, compared to $39.4 million, or $1.10 per share, for the same period in 2016.

 

·

Collaboration and other research and development revenues were $3.7 million for the three months ended December 31, 2017, compared to $0.9 million for the same period in 2016.  The $2.8 million increase was primarily due to a $3.2 million increase in revenue recognized pursuant to our strategic alliance with Allergan, partially offset by a $0.4 million decrease in reimbursable research and development expenses.

 

·

Research and development expenses decreased by $0.4 million, to $26.4 million for the three months ended December 31, 2017, from $26.8 million for the same period in 2016.  The $0.4 million decrease was primarily related to a $16.5 million decrease in license fees primarily related to payments due under certain licensing agreements that were executed in 2016, and a $0.2 million decrease in other expenses including facility-related expenses, partially offset by a $9.5 million increase in success payments due to triggering multiple success payments under the previously mentioned license agreements, a $3.4 million increase in stock-based compensation expense, a $2.6 million increase in process and platform development costs, and a $0.8 million increase in employee related expenses.

 

·

General and administrative expenses increased by $0.7 million to $13.7 million for the three months ended December 31, 2017, from $13.0 million for the same period in 2016.  The $0.7 million increase was primarily related to a $0.9 million increase in stock-based compensation, a $0.4 million increase in other expenses including facility-related expenses, and a $0.4 million increase in employee related expenses, partially offset by a $1.0 million decrease in patent related expenses.

 

For the full year 2017, net loss attributable to common stockholders was $120.3 million, or $2.98 per share, compared to $97.2 million, or $3.02 per share, for 2016.

 

·

Collaboration and other research and development revenues were $13.7 million for 2017, compared to $6.1 million for 2016.  The increase of $7.6 million was due to a $8.8 million increase in revenue recognized related to our strategic alliance with


 

Allergan, partially offset by a $1.2 million decrease in reimbursable research and development expenses.

 

·

Research and development expenses for 2017 were $83.2 million, compared to $57.0 million for 2016.  The increase of $26.2 million was due to a $14.5 million increase in success payments due to triggering multiple success payments under certain licensing agreements during 2017, a $7.5 million in increase in process and platform development expenses, a $5.3 million increase in employee related expenses, a $2.5 million increase in stock-based compensation, and a $0.2 million increase in other expenses including facility-related expenses, partially offset by a decrease of $3.8 million in license fees primarily related to payments due under certain licensing agreements that were executed in 2016.

 

·

General and administrative expenses were $50.5 million for 2017, compared to $46.3 million for 2016.  The increase of $4.2 million was due to a $4.0 million increase in stock-based compensation, a $2.0 million increase in employee related expenses, a $0.7 million increase in other expenses including facility-related expenses, and a $0.5 million increase in professional service expenses, partially offset by a $3.0 million decrease in intellectual property and patent related fees associated with patents and patent applications, which was primarily due to the fact that the Company’s in-licensors had additional legal costs during the year ended December 31, 2016.

 

·

Other income (expense), net for 2017 was $(0.4) million, compared to $5 thousand for 2016.  The decrease was primarily attributable to interest expense on certain promissory notes, incurring a full year of interest expense on our construction financing lease obligation, and amortization of premiums associated with marketable securities, partially offset by rental income from our subtenant, interest income, and accretion of discounts associated with marketable securities.

 

Conference Call

 

The Editas Medicine management team will host a conference call and webcast today at 5:00 p.m. ET to provide and discuss a corporate update and financial results for the fourth quarter and full year 2017.  To access the call, please dial 844-348-3801 (domestic) or 213-358-0955 (international) and provide the passcode 2449529.  A live webcast of the call will be available on the Investors & Media section of the Editas Medicine website at www.editasmedicine.com and a replay will be available approximately two hours after its completion.

 

About Editas Medicine

 

As a leading genome editing company, Editas Medicine is focused on translating the power and potential of the CRISPR/Cas9 and CRISPR/Cpf1 genome editing systems into a robust pipeline of treatments for people living with serious diseases around the world. Editas Medicine aims to discover, develop, manufacture, and commercialize transformative, durable, precision genomic medicines for a broad class of diseases. For the latest information and scientific presentations, please visit www.editasmedicine.com.


 

 

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,’’ “goals,” ‘‘intend,’’ ‘‘may,’’ ‘‘plan,’’ ‘‘potential,’’ ‘‘predict,’’ ‘‘project,’’ ‘‘target,’’ “track,” ‘‘should,’’ ‘‘would,’’ and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words.  Forward-looking statements in this press release include statements regarding the Company’s 2018 goals, including, without limitation, submitting an IND for the LCA10 program by mid-2018, the Company’s EM22 goals, including, without limitation, having five experimental medicines in the clinic by 2022, and establishing additional alliances. 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 most recent Quarterly Report on Form 10-Q, 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, except share and per share data)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Twelve Months Ended

 

 

 

December 31,

 

December 31,

 

 

    

2017 

    

2016 

    

2017 

    

2016 

 

 

 

 

 

 

 

 

 

 

 

Collaboration and other research and development revenues

 

$

3,667 

 

$

898 

 

$

13,728 

 

$

6,053 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

 

26,424 

 

 

26,835 

 

 

83,159 

 

 

56,979 

 

General and administrative

 

 

13,685 

 

 

13,047 

 

 

50,502 

 

 

46,262 

 

Total operating expenses

 

 

40,109 

 

 

39,882 

 

 

133,661 

 

 

103,241 

 

Operating loss

 

 

(36,442)

 

 

(38,984)

 

 

(119,933)

 

 

(97,188)

 

Other income (expense), net:

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense), net

 

 

129 

 

 

(35)

 

 

587 

 

 

(57)

 

Interest income (expense), net

 

 

124 

 

 

(357)

 

 

(978)

 

 

62 

 

Total other income (expense), net

 

 

253 

 

 

(392)

 

 

(391)

 

 

 

Net loss

 

$

(36,189)

 

$

(39,376)

 

$

(120,324)

 

$

(97,183)

 

Accretion of redeemable convertible preferred stock to redemption value

 

$

-

 

$

-

 

$

-

 

$

(47)

 

Net loss attributable to common stockholders

 

$

(36,189)

 

$

(39,376)

 

$

(120,324)

 

$

(97,230)

 

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

 

$

(0.84)

 

$

(1.10)

 

$

(2.98)

 

$

(3.02)

 

Weighted-average common shares outstanding, basic and diluted

 

 

42,593,917 

 

 

35,731,230 

 

 

40,323,631 

 

 

32,219,717 

 

 

EDITAS MEDICINE, INC.

Selected Consolidated Balance Sheet Items

(amounts in thousands)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

    

December 31,

    

December 31,

 

 

 

2017 

 

2016 

 

 

 

 

 

 

 

Cash, cash equivalents, and marketable securities

 

$

329,139 

 

$

185,323 

 

Working capital

 

 

295,492 

 

 

154,100 

 

Total assets

 

 

373,260 

 

 

229,182 

 

Deferred revenue, net of current portion

 

 

94,725 

 

 

26,000 

 

Construction financing lease obligation, net of current portion

 

 

33,431 

 

 

35,096 

 

Total stockholders' equity

 

 

208,080 

 

 

134,607 

 

 

Media Contact

Cristi Barnett

(617) 401-0113

cristi.barnett@editasmed.com

 

Investor Contact

Mark Mullikin

(617) 401-9083

mark.mullikin@editasmed.com