SANGAMO THERAPEUTICS, INC. (NASDAQ:SGMO) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement
On June21, 2017, Sangamo Therapeutics, Inc. (the Company) entered
into an underwriting agreement (the Underwriting Agreement) with
Cowen and Company, LLC and Wells Fargo Securities, LLC as the
representatives of the several underwriters named therein (the
Underwriters), which provides for the issuance and sale in an
underwritten public offering (the Offering) by the Company and
the purchase by the Underwriters of 10,000,000 shares of common
stock of the Company (the Common Stock). The shares in the
Offering were sold at a public offering price of $7.25 per share.
The Company also granted the Underwriters an option to purchase
up to 1,500,000 additional shares of Common Stock at the public
offering price less the underwriting discounts and commissions.
The Company estimates that the net proceeds from the offering
will be approximately $67.9 million, after deducting underwriting
discounts and commissions and offering expenses payable by the
Company, and assuming no exercise of the option by the
Underwriters to purchase additional shares.
The Offering was made to the Companys effective registration
statement on Form S-3 (Registration No.333-218294) and the
prospectus dated June9, 2017 included in such registration
statement, as supplemented by a preliminary prospectus supplement
dated June20, 2017 and a final prospectus supplement dated
June21, 2017.
The foregoing
description of the Underwriting Agreement does not purport to be
complete and is qualified in its entirety by reference to the
full text of the Underwriting Agreement, which is filed as
Exhibit 1.1 hereto and is incorporated herein by reference. A
copy of the opinion of Morgan, Lewis Bockius LLP relating to the
legality of the issuance and sale of the shares is attached as
Exhibit 5.1 hereto.
On June21, 2017,
the Company issued a press release announcing the pricing of the
Offering. A copy of this press release is attached as Exhibit
99.1 hereto and is incorporated herein by reference.
| Item9.01 Financial Statements and Exhibits. |
(d)
Exhibits
The following
exhibits are attached herewith:
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Underwriting Agreement, dated as of June21, 2017 | |
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Opinion of Morgan, Lewis Bockius LLP | |
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Press release, dated as of June21, 2017 |
SANGAMO THERAPEUTICS, INC ExhibitEX-1.1 2 d416123dex11.htm EX-1.1 EX-1.1 Exhibit 1.1 EXECUTION VERSION 10,…To view the full exhibit click here About SANGAMO THERAPEUTICS, INC. (NASDAQ:SGMO)
Sangamo Therapeutics, Inc., formerly Sangamo BioSciences, Inc., is focused on translating science into genomic therapies that transform patients’ lives using the Company’s platform technologies in genome editing, gene therapy, gene regulation and cell therapy. The Company has developed technologies available for gene-based therapies. Its product pipeline includes SB-525, SB-FIX, SB-318, SB-913, SB-728-T and SB-728-HSPC. Its zinc finger nuclease (ZFN) in vivo genome editing approach is being evaluated in Phase I/II clinical trials to treat hemophilia B and lysosomal storage disorders mucopolysaccharidosis (MPS) I and MPS II. It is also conducting a Phase I/II clinical trial to evaluate its adeno associated virus (AAV) complementary deoxyribonucleic acid (cDNA) human Factor 8 gene therapy approach, SB-525, to treat hemophilia A. It has investigational new drug application for SB-525. It is also developing ZFN-mediated genome editing-based therapies for blood disorders and cancer.
