Editas Medicine,Inc. (NASDAQ:EDIT) Files An 8-K Entry into a Material Definitive Agreement

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Editas Medicine,Inc. (NASDAQ:EDIT) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive
Agreement.

Public Offering

On March16, 2017, Editas Medicine,Inc. (the Company) entered into
an underwriting agreement (the Underwriting Agreement) with
Morgan Stanley Co. LLC and J.P. Morgan Securities LLC, as
representatives of a group of underwriters named therein (the
Underwriters), relating to an underwritten public offering of
4,000,000 shares (the Underwritten Shares) of the Companys common
stock, $0.0001 par value per share (the Common Stock). All of the
Underwritten Shares are being sold by the Company. The offering
price of the Underwritten Shares to the public is $22.50 per
share, and the Underwriters have agreed to purchase the
Underwritten Shares from the Company to the Underwriting
Agreement at a price of $21.15 per share (the Purchase Price).
After underwriting discounts and commissions and estimated
offering expenses, the Company expects to receive net proceeds
from the offering of approximately $84.4 million. Under the terms
of the Underwriting Agreement, the Company has granted the
Underwriters an option, exercisable for 30 days, to purchase up
to an additional 600,000 shares of Common Stock (the Option
Shares and, together with the Underwritten Shares, the Shares) at
the Purchase Price.

The Underwritten Shares and any Option Shares will be issued to a
shelf registration statement on FormS-3 that was filed with the
Securities Exchange Commission (SEC) on March3, 2017 and declared
effective by the SEC on March15, 2017 (File No.333-216444). A
prospectus supplement relating to the offering has been filed
with the SEC. The closing of the offering is expected to take
place on March22, 2017, subject to customary closing conditions.

A copy of the Underwriting Agreement is attached as Exhibit1.1
hereto and is incorporated herein by reference. The foregoing
description of the Underwriting Agreement does not purport to be
complete and is qualified in its entirety by reference to such
exhibit.

A copy of the legal opinion and consent of Wilmer Cutler
Pickering Hale and Dorr LLP relating to the Shares is attached as
Exhibit5.1 hereto.

Item 8.01. Other Events.

The full text of the press release announcing the pricing of the
underwritten public offering on March16, 2017 is attached as
Exhibit99.1 hereto and is incorporated herein by reference.

Item9.01. Financial Statements and Exhibits.

(d)Exhibits

Exhibit No.

Description

1.1

Underwriting Agreement, dated March16, 2017, by and among
Editas Medicine,Inc. and Morgan Stanley Co. LLC and J.P.
Morgan Securities LLC, as representatives of the
underwriters named therein

5.1

Opinion of Wilmer Cutler Pickering Hale and Dorr LLP

23.1

Consent of Wilmer Cutler Pickering Hale and Dorr LLP
(included in Exhibit5.1)

99.1

Press Release dated March16, 2017


About Editas Medicine, Inc. (NASDAQ:EDIT)

Editas Medicine, Inc., formerly Gengine, Inc., is a genome editing company. The Company is engaged in treating patients with genetically defined diseases by correcting their disease-causing genes. It operates through developing and commercializing genome editing technology segment. It is developing a genome editing platform based on clustered, regularly interspaced short palindromic repeats (CRISPR)/CRISPR associated protein 9 (Cas9) technology. CRISPR/Cas9 uses a protein ribonucleic acid (RNA) complex consisting of the Cas9 enzyme bound to a guide RNA molecule designed to recognize a particular deoxyribonucleic acid (DNA) sequence that requires repair. The Company has initiated a range of research programs across multiple therapeutic areas. Its programs include Eye Diseases, Engineered T Cell Therapies for Immuno-Oncology and additional research programs, including Non-malignant Hematologic Diseases, Duchenne Muscular Dystrophy, Cystic Fibrosis and Alpha-1 Antitrypsin Deficiency.

Editas Medicine, Inc. (NASDAQ:EDIT) Recent Trading Information

Editas Medicine, Inc. (NASDAQ:EDIT) closed its last trading session down -2.61 at 22.30 with 6,599,693 shares trading hands.