Press Release December 22, 2015

Goodwin Advises CRISPR Therapeutics in Novel Joint Venture with Bayer Valued Up to $335 Million

Goodwin Procter advised CRISPR Therapeutics AG in its agreement to create a joint venture with Bayer to discover, develop and commercialize new breakthrough therapeutics to cure blood disorders, blindness, and congenital heart disease. CRISPR Therapeutics will contribute its proprietary CRISPR-Cas9 gene-editing technology and intellectual property, while Bayer will make available its protein engineering expertise and relevant disease know-how. It is the first long-term strategic partnership of its kind to make a substantial investment in the development of target delivery systems in an effort to bring systemic in vivo CRISPR-Cas9 gene editing technology applications to patients.

Bayer will provide a minimum of $300 million in R&D investments to the joint venture over the next five years and acquire a minority stake in CRISPR Therapeutics for $35 million in cash. The new joint venture, which will be based in London, UK, with operations in Cambridge, Mass., is the first investment by the newly established Bayer LifeScience Center (BLSC). The transaction will be subject to customary closing conditions, including merger control clearance in the US, and is expected to close in the first quarter of 2016. For additional details on the transaction and agreement, please read the press release.

CRISPR Therapeutics is focused on the discovery and development of potential cures for serious diseases using its proprietary CRISPR-Cas9 gene editing technology. "CRISPR" refers to Clustered Regularly Interspaced Short Palindromic Repeats that occur in the genome of certain bacteria, from which the system was discovered. CRISPR was recently named to FierceBiotech’s 2015 Fierce 15 and The Science Magazine just named the CRISPR gene-editing technology “Breakthrough of the Year 2015.”

Bayer is a global enterprise with core competencies in the Life Science fields of health care and agriculture. The Bayer LifeScience Center is a new R&D unit of Bayer that focuses entirely on the development of ultimate breakthroughs across species by creating a novel platform that allows technology combination and know-how amplification.

The Goodwin team was led by Life Sciences’ partners Mitch BloomRobert Puopolo and Chris Denn, and included Jason Breen and Charlie Pascal (Corporate), Emily Beman (Licensing), Daniel Karelitz (Tax) and Kirby Lewis (Antitrust).