Legal Proceedings
−Removed: In the ordinary course of business, we are from time to time involved in lawsuits, claims, investigations, proceedings, and threats of litigation related to intellectual property (“IP”), commercial arrangements and other matters, including the matter described below.
+Added: In the ordinary course of business, we are from time to time involved in lawsuits, claims, investigations, proceedings, and threats of litigation related to intellectual property (“IP”), commercial arrangements and other matters.
The outcome of any such legal proceedings, regardless of the merits, is inherently uncertain.
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If we were unable to prevail in any such legal proceedings, our business, results of operations, liquidity and financial condition could be adversely affected.
−Removed: Caribou Intellectual Property Arbitration
−Removed: On October 17, 2018, we initiated an arbitration proceeding against Caribou Biosciences, Inc.
−Removed: (“Caribou”) asserting that Caribou violated the terms and conditions of a license agreement we entered into with them in July 2014 related to certain IP (the “Caribou License”), as well as other contractual and legal obligations to us, by using and seeking to license to third parties two patent families relating to specific structural or chemical modifications of guide RNAs (“gRNAs”), that were purportedly invented or controlled by Caribou, in our exclusive human therapeutic field, before an agreed-upon cutoff date of January 30, 2018.
−Removed: On September 26, 2019, we announced that the arbitration panel issued an interim award concluding that both the structural and chemical gRNA modification technologies were exclusively licensed to us by Caribou pursuant to the Caribou License.
−Removed: Nevertheless, the arbitration panel, solely with respect to the clinically modified gRNAs, stated that it will declare that Caribou has an equitable “leaseback”, which it described as exclusive, perpetual and worldwide (the “Caribou Award”).
−Removed: The Caribou Award does not include the structural guide modifications IP also at issue in the arbitration, any other IP exclusively licensed or sublicensed by Caribou to us under the Caribou License (including but not limited to the foundational CRISPR/Cas9 IP co-owned by the Regents of the University of California, University of Vienna and Dr.
−Removed: Emmanuelle Charpentier), or any other of our IP.
−Removed: On February 6, 2020, the panel clarified that the Caribou Award is limited to a particular on-going Caribou program, known as CB-010, which seeks to develop a CAR-T product directed at CD19.
−Removed: On June 16, 2021, we executed a Leaseback Agreement (“Leaseback”) with Caribou, which settled the ongoing arbitration.
−Removed: Under the Leaseback negotiated by the parties, in exchange for an upfront payment, potential future regulatory and sales milestones, and single-digit royalties payable by Caribou, we agreed to leaseback or sublicense certain CRISPR/Cas9 IP, including our chemical gRNA modification technology and foundational CRISPR/Cas9 IP, to Caribou so that it can develop and commercialize CB-010.
−Removed: Caribou also will be responsible for any payments required in respect of our in-licensed IP.
−Removed: We recorded $1.0 million within “Collaboration Revenue”
−Removed: in the second quarter of 2021 on the condensed consolidated statement of operations and comprehensive loss for an upfront payment related to the Leaseback and received the payment in the third quarter of 2021.
Mine Safe ty Disclosures
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.