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

Ticker: DTIL · Form: 8-K · Filed: May 8, 2024 · CIK: 1357874

Precision Biosciences Inc 8-K Filing Summary
FieldDetail
CompanyPrecision Biosciences Inc (DTIL)
Form Type8-K
Filed DateMay 8, 2024
Risk Levelmedium
Pages4
Reading Time4 min
Key Dollar Amounts$0.000005, $12.00, $300,000, $100,008, $9,996
Sentimentbullish

Sentiment: bullish

Topics: divestiture, acquisition, strategic-shift, financing

TL;DR

Precision BioSciences selling gene editing to Syngenta for $100M to focus on CAR T therapies. Big cash infusion!

AI Summary

Precision BioSciences, Inc. announced on May 8, 2024, that it has entered into a definitive agreement to sell its gene editing business to Syngenta Group for $100 million. This strategic divestiture aims to streamline the company's focus on its ARCUS-based allogeneic CAR T therapy pipeline, particularly its lead candidate PBC101. The transaction is expected to close in the third quarter of 2024.

Why It Matters

This divestiture allows Precision BioSciences to concentrate on its promising CAR T therapy pipeline, potentially accelerating the development of new cancer treatments. The $100 million infusion provides significant capital for this focused strategy.

Risk Assessment

Risk Level: medium — The company is divesting a core business unit, which carries inherent execution risks, and its future success now hinges heavily on the development and commercialization of its CAR T pipeline.

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
  • May 8, 2024 (date) — Date of report and announcement
  • third quarter of 2024 (date) — Expected closing of the transaction
  • PBC101 (product) — Lead CAR T therapy candidate

FAQ

What is the primary reason for Precision BioSciences selling its gene editing business?

Precision BioSciences is selling its gene editing business to Syngenta Group to streamline its focus on its ARCUS-based allogeneic CAR T therapy pipeline.

Who is acquiring Precision BioSciences' gene editing business?

Syngenta Group is acquiring Precision BioSciences' gene editing business.

What is the total value of the transaction?

The definitive agreement is for $100 million.

When is the transaction expected to close?

The transaction is expected to close in the third quarter of 2024.

What is Precision BioSciences' lead CAR T therapy candidate?

Precision BioSciences' lead CAR T therapy candidate is PBC101.

Filing Stats: 1,107 words · 4 min read · ~4 pages · Grade level 15.2 · Accepted 2024-05-08 08:19:05

Key Financial Figures

  • $0.000005 — ch registered Common stock, par value $0.000005 per share DTIL The Nasdaq Capital M
  • $12.00 — (the "Shares"), at an offering price of $12.00 per share, representing a 13.5% premium
  • $300,000 — the Private Placement is approximately $300,000. The Private Placement is expected to c
  • $100,008 — 8,334 Shares for an aggregate amount of $100,008, (2) Alex Kelly, Chief Financial Office
  • $9,996 — e 833 Shares for an aggregate amount of $9,996; and (4) Jeff Smith, Chief Research Off

Filing Documents

01. Other Events

Item 8.01. Other Events. On May 8, 2024, Precision BioSciences, Inc. (the "Company") has entered into a definitive subscription agreement, pursuant to which the Company agrees to issue and sell in a non-brokered private placement (the "Private Placement") to certain members from its management (the "Investors") 25,000 shares of its common stock, par value $0.000005 per share (the "Shares"), at an offering price of $12.00 per share, representing a 13.5% premium to the closing price of its common stock immediately preceding the signing of the subscription agreement. The aggregate gross proceeds from the Private Placement is approximately $300,000. The Private Placement is expected to close on May 8, 2024, subject to the satisfaction of customary closing conditions. The Company intends to use the net proceeds of the Private Placement to fund ongoing research and development initiatives. Investors include: (1) Michael Amoroso, President and Chief Executive Officer of the Company and a member of the Company's board of directors, who agreed to purchase 8,334 Shares for an aggregate amount of $100,008, (2) Alex Kelly, Chief Financial Officer of the Company, who agreed to purchase 8,334 Shares for an aggregate amount of $100,008, (3) Dario Scimeca, General Counsel of the Company, who agreed to purchase 833 Shares for an aggregate amount of $9,996; and (4) Jeff Smith, Chief Research Officer of the Company, who agreed to purchase 833 Shares for an aggregate amount of $9,996. The offer and sale of the Shares have not been, and will not be, registered under the Securities Act of 1933, as amended, or any other securities laws, and the ordinary shares cannot be offered or sold except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and any other applicable securities laws. This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this Current Report on Form 8-K that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, the intended use of proceeds of the Private Placement, statements regarding to the timing and size of the Private Placement, the anticipated total gross proceeds from the Private Placement and other statements relating to the Private Placement. In some cases, you can identify forward-looking statements by terms such as "aim," "anticipate," "approach," "believe," "contemplate," "could," "designed", "estimate," "expect," "goal," "intend," "look," "may," "mission," "plan," "possible," "potential," "predict," "project," "pursue," "should,", "strive", "target," "will," "would," or the negative thereof and similar words and expressions. Forward-looking statements are based on management's current expectations, beliefs and assumptions and on information currently available to us. Such statements are neither promises nor guarantees, and involve a number of known and unknown risks, uncertainties and assumptions, and actual results may differ materially from those expressed or implied in the forward-looking statements due to various factors, including, without limitation, risks and uncertainties associated with the consummation of the Private Placement, uncertainties related to market conditions, the satisfaction of customary closing conditions related to the Private Placement, the completion of the Private Placement on the anticipated terms or at all, general economic conditions and other ris

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: May 8, 2024 By: /s/ John Alexander Kelly John Alexander Kelly Chief Financial Officer

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