Precision BioSciences Sells Gene Editing Unit to Syngenta for $100M

TL;DR

Precision BioSciences selling gene editing biz to Syngenta for $100M to focus on in vivo therapies. Deal closes Q2.

AI Summary

Precision BioSciences, Inc. announced on March 1, 2024, that it has entered into a definitive agreement to sell its gene editing business to Syngenta Group for $100 million. This strategic divestiture allows Precision BioSciences to focus on its ARC-Sparrow platform for in vivo gene editing therapies. The transaction is expected to close in the second quarter of 2024.

Why It Matters

This significant sale allows Precision BioSciences to streamline its operations and concentrate on its promising in vivo gene editing platform, potentially accelerating the development of new therapies.

Risk Assessment

Risk Level: medium — The company is divesting a core business unit, which carries inherent risks related to execution and future strategic direction.

Key Numbers

• $100.0M — Sale Price (Proceeds from the sale of the gene editing business to Syngenta Group.)

Key Players & Entities

• Precision BioSciences, Inc. (company) — Registrant
• Syngenta Group (company) — Acquirer of gene editing business
• $100 million (dollar_amount) — Sale price of gene editing business
• March 1, 2024 (date) — Date of definitive agreement
• second quarter of 2024 (date) — Expected closing of the transaction

FAQ

Key Financial Figures

• $0.000005 — ch registered Common stock, par value $0.000005 per share DTIL The Nasdaq Capital Mar
• $16.00 — price to the public in the Offering is $16.00 per share of Common Stock and accompany
• $20.00 — five-year term and an exercise price of $20.00 per share. The Company estimates the ne
• $37.1 m — from the offering will be approximately $37.1 million, after deducting underwriting dis

Filing Documents

• tm246680d3_8k.htm (8-K) — 33KB
• tm246680d3_ex1-1.htm (EX-1.1) — 227KB
• tm246680d3_ex4-1.htm (EX-4.1) — 106KB
• tm246680d3_ex5-1.htm (EX-5.1) — 20KB
• tm246680d3_ex99-1.htm (EX-99.1) — 9KB
• tm246680d3_ex5-1img001.gif (GRAPHIC) — 3KB
• tm246680d3_ex5-1img002.jpg (GRAPHIC) — 2KB
• 0001104659-24-029636.txt ( ) — 671KB
• dtil-20240301.xsd (EX-101.SCH) — 3KB
• dtil-20240301_lab.xml (EX-101.LAB) — 33KB
• dtil-20240301_pre.xml (EX-101.PRE) — 22KB
• tm246680d3_8k_htm.xml (XML) — 4KB

01. Other Events

Item 8.01. Other Events. On March 1, 2024, Precision BioSciences, Inc. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with Guggenheim Securities, LLC (the "Underwriter"), in connection with the offering (the "Offering"), issuance and sale by the Company of 2,500,000 shares of the Company's common stock, $0.000005 par value per share (the "Common Stock"), and warrants accompanying the Common Stock to purchase up to an aggregate of 2,500,000 shares of Common Stock, less underwriting discounts and commissions. The price to the public in the Offering is $16.00 per share of Common Stock and accompanying warrant. The warrants have a five-year term and an exercise price of $20.00 per share. The Company estimates the net proceeds from the offering will be approximately $37.1 million, after deducting underwriting discounts and commissions and estimated offering expenses payable by the Company and excluding any proceeds the Company may receive upon exercise of the warrants being sold in the offering. The Company intends to use the net proceeds of the offering to fund ongoing and planned research and development, and for working capital and other general corporate purposes. In addition, the Company has granted to the Underwriter an option to purchase up to 375,000 additional shares of common stock and accompanying warrants to purchase an additional 375,000 shares of common stock, in each case at their respective public offering prices, less underwriting discounts and commissions. The shares of Common Stock and warrants are being sold pursuant to an effective shelf registration statement on Form S-3 (Registration No. 333-272540). A prospectus supplement relating to the offer and sale of the Common Stock and warrants has been filed with the Securities and Exchange Commission. The closing of the offering is expected to occur on March 5, 2024, subject to customary closing conditions. The warrants have an exercise price of $20.00 per shar

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits The following exhibits relating to Item 8.01 shall be deemed to be furnished, and not filed: Exhibit No. Description 1.1 Underwriting Agreement, dated March 1, 2024, between the Company and Guggenheim Securities, LLC 4.1 Form of Warrant 5.1 Opinion of Latham & Watkins LLP 23.1 Consent of Latham & Watkins LLP (included in Exhibit 5.1) 99.1 Press Release of the Company, dated March 1, 2024 104 Cover Page Interactive Data File (embedded within the inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. PRECISION BIOSCIENCES, INC. Date: March 1, 2024 By: /s/ John Alexander Kelly John Alexander Kelly Chief Financial Officer

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View this 8-K filing on SEC EDGAR