Filing Details

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

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SCHEDULE 13G

 

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Under the Securities Exchange Act of 1934

 

 

 

 

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐    Rule 13d-1(b)

☐    Rule 13d-1(c)

☒    Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

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CUSIP No.  H17182108

13G

Page 14 of 21

 

 

 

Item 1(a).

Name of Issuer:

CRISPR Therapeutics AG (the "Issuer").

 

 

Item 1(b).

Address of Issuer's Principal Executive Offices:

Baarerstrasse 14, 6300 Zug, Switzerland.

 

Item 2(a).

Names of Persons Filing:

This statement is being filed by New Enterprise Associates 15, L.P. ("NEA 15"); NEA Partners 15, L.P. ("NEA Partners 15"), which is the sole general partner of NEA 15; NEA 15 GP, LLC ("NEA 15 GP"), which is the sole general partner of NEA Partners 15; and Peter J. Barris ("Barris"), Forest Baskett ("Baskett"), Anthony A. Florence, Jr. ("Florence"), Joshua Makower ("Makower"), David M. Mott ("Mott"), Jon M. Sakoda ("Sakoda"), Scott D. Sandell ("Sandell"), Peter W. Sonsini ("Sonsini") and Ravi Viswanathan ("Viswanathan") (collectively, the "Managers") and Krishna S. Kolluri.  The persons in this Item 2(a) are sometimes referred to collectively herein as the "Reporting Persons".

 

Item 2(b).

Address of Principal Business Office or, if none, Residence:

The address of the principal business office of NEA 15, NEA Partners 15 and NEA 15 GP is New Enterprise Associates, 1954 Greenspring Drive, Suite 600, Timonium, MD 21093.  The address of the principal business office of each of Barris and Mott is New Enterprise Associates, 5425 Wisconsin Avenue, Suite 800, Chevy Chase, MD 20815.  The address of the principal business office of Baskett, Makower, Sakoda, Sandell, Sonsini and Viswanathan is New Enterprise Associates, 2855 Sand Hill Road, Menlo Park, California 94025. The address of the principal business office of Florence is New Enterprise Associates, 104 Fifth Avenue, 19th Floor, New York, NY 10011.

 

Item 2(c).

Citizenship:

Each of NEA 15 and NEA Partners 15 is a Delaware limited partnership.  NEA 15 GP is a Delaware limited liability company.  Each of the Managers is a United States citizen.

 

Item 2(d).

Title of Class of Securities:

Item 2(e).

CUSIP Number:

H17182108.

 

Item 3.

If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

CUSIP No.  H17182108

13G

Page 15 of 21

 

(a)

Amount Beneficially Owned: NEA 15 is the record owner of 3,216,021 shares of Common Stock as of December 31, 2017 (the "Shares").  As the sole general partner of NEA 15, NEA Partners 15 may be deemed to own beneficially the Shares.  As the sole general partner of NEA Partners 15, NEA 15 GP likewise may be deemed to own beneficially the Shares.  As the individual Managers of NEA 15 GP, each of the Managers also may be deemed to own beneficially the Shares.

 

(b)

Percent of Class:  See Line 11 of cover sheets.  The percentages set forth on the cover sheet for each Reporting Person are calculated based on 41,019,352 shares of Common Stock reported by the Issuer to be outstanding as of November 3, 2017 on Form 10-Q as filed with the Securities and Exchange Commission on November 8, 2017.

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote:     See Line 5 of cover sheets.

(ii)

Shared power to vote or to direct the vote:     See Line 6 of cover sheets.

(iii)

Sole power to dispose or to direct the disposition of:    See Line 7 of cover sheets.

(iv)

Shared power to dispose or to direct the disposition of:    See Line 8 of cover sheets.

 

Each Reporting Person disclaims beneficial ownership of such Securities except for the shares, if any, such Reporting Person holds of record.

 

Item 5.

Ownership of Five Percent or Less of a Class.

Item 6.

Ownership of More Than Five Percent on Behalf of Another Person.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group.

Not applicable.  The Reporting Persons expressly disclaim membership in a "group" as used in Rule 13d-5(b).

 

Item 9.

Notice of Dissolution of Group.

Not applicable.

 

 

Item 10.

Certification.

 

Not applicable.  This Schedule 13G is not filed pursuant to Rule 13d‑1(b) or Rule 13d–1(c).

 

 

 

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date:

February 12, 2018

 

NEW ENTERPRISE ASSOCIATES 15, L.P.

By:	NEA PARTNERS 15, L.P. General Partner

By:

NEA 15 GP, LLC General Partner

By:                    *                                

Louis S. Citron

Chief Legal Officer

 

NEA PARTNERS 15, L.P.

By:	NEA 15 GP, LLC General Partner

By:                      *                                  

       Louis S. Citron

       Chief Legal Officer

 

NEA 15 GP, LLC

By:                      *                                  

         Louis S. Citron

         Chief Legal Officer

 

 

*

Peter J. Barris

*

Forest Baskett

 

 

*

Anthony A. Florence, Jr.

*

Joshua Makower

*

David M. Mott

*

Jon M. Sakoda

*

Scott D. Sandell

*

Peter W. Sonsini

*

Ravi Viswanathan

*By:  /s/ Sasha O. Keough                  

          Sasha O. Keough

          As attorney-in-fact

This Amendment No. 1 to Schedule 13G was executed by Sasha O. Keough on behalf of the individuals listed above pursuant to a Power of Attorney, a copy of which is attached as Exhibit 2.

AGREEMENT

Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of shares of stock of CRISPR Therapeutics AG.

EXECUTED this 12^th day of February, 2018.

 

NEW ENTERPRISE ASSOCIATES 15, L.P.

By:	NEA PARTNERS 15, L.P. General Partner

By:

NEA 15 GP, LLC General Partner

By:                    *                                

Louis S. Citron

Chief Legal Officer

 

NEA PARTNERS 15, L.P.

By:	NEA 15 GP, LLC General Partner

By:                      *                                  

       Louis S. Citron

       Chief Legal Officer

 

NEA 15 GP, LLC

By:                      *                                  

         Louis S. Citron

         Chief Legal Officer

 

 

*

Peter J. Barris

*

Forest Baskett

 

 

 

 

*

Anthony A. Florence, Jr.

*

Joshua Makower

*

David M. Mott

*

Jon M. Sakoda

*

Scott D. Sandell

*

Peter W. Sonsini

*

Ravi Viswanathan

*By:  /s/ Sasha O. Keough                  

          Sasha O. Keough

          As attorney-in-fact

 

 

 

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes and appoints Louis S. Citron, Timothy Schaller, Sasha Keough and Stephanie Brecher, and each of them, with full power to act without the others, his or her true and lawful attorney-in-fact, with full power of substitution, to sign any and all instruments, certificates and documents that may be necessary, desirable or appropriate to be executed on behalf of himself as an individual or in his or her capacity as a direct or indirect general partner, director, officer or manager of any partnership, corporation or limited liability company, pursuant to section 13 or 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and any and all regulations promulgated thereunder, and to file the same, with all exhibits thereto, and any other documents in connection therewith, with the Securities and Exchange Commission, and with any other entity when and if such is mandated by the Exchange Act or by the Financial Industry Regulatory Authority, granting unto said attorney-in-fact full power and authority to do and perform each and every act and thing necessary, desirable or appropriate, fully to all intents and purposes as he or she might or could do in person, thereby ratifying and confirming all that said attorney-in-fact, or his or her substitutes, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, this Power of Attorney has been signed as of the 13th day of March, 2017.

M. James Barrett

Peter J. Barris

Forest Baskett

Ali Behbahani

Colin Bryant

Carmen Chang

Anthony A. Florence, Jr.

Carol G. Gallagher

 

Dayna Grayson

Patrick J. Kerins