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NAME OF REPORTING PERSON

Temasek Holdings (Private) Limited

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐ (b) ☐

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Republic of Singapore

Accession Number:: 0001193125-18-114234
Form Type:: 13G Filing
Publication Date:: 2018-04-11 16:06:55

Filed By:: Temasek Holdings (private) Ltd
Company:: Q32 Bio Inc. (NASDAQ:QTTB)
Filing Date:: 2018-04-11
SEC Url:: 13G Filing

Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name	Shared Voting Power	Shared Dispositive Power	Aggregate Amount Owned Power	Percent of Class
Temasek Holdings (Private) Limited	3,220,293	3,220,293	3,220,293	8.6%
Fullerton Management Pte Ltd	3,220,293	3,220,293	3,220,293	8.6%
Temasek Life Sciences Private Limited	3,220,293	3,220,293	3,220,293	8.6%
V-Sciences Investments Pte Ltd	625,000	625,000	625,000	1.7%
TLS Beta Pte. Ltd	2,595,293	2,595,293	2,595,293	6.9%

Filing

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. )*

HOMOLOGY MEDICINES, INC.

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

438083 107

(CUSIP Number)

April 2, 2018

(Date of Event which Requires Filing of this Statement)

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 persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on 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).

SCHEDULE 13G


CUSIP No. 438083 107		Page 2 of 11

*	Based on 37,430,819 shares of common stock, par value $0.0001 per share, outstanding as of April 2, 2018, as reported in the prospectus filed by Homology Medicines, Inc. on March 29, 2018.

SCHEDULE 13G


CUSIP No. 438083 107		Page 3 of 11

*	Based on 37,430,819 shares of common stock, par value $0.0001 per share, outstanding as of April 2, 2018, as reported in the prospectus filed by Homology Medicines, Inc. on March 29, 2018.

SCHEDULE 13G


CUSIP No. 438083 107		Page 4 of 11

*	Based on 37,430,819 shares of common stock, par value $0.0001 per share, outstanding as of April 2, 2018, as reported in the prospectus filed by Homology Medicines, Inc. on March 29, 2018.

SCHEDULE 13G


CUSIP No. 438083 107		Page 5 of 11

Based on 37,430,819 shares of common stock, par value $0.0001 per share, outstanding as of April 2, 2018, as reported in the prospectus filed by Homology Medicines, Inc. on March 29, 2018.

SCHEDULE 13G


CUSIP No. 438083 107		Page 6 of 11

Based on 37,430,819 shares of common stock, par value $0.0001 per share, outstanding as of April 2, 2018, as reported in the prospectus filed by Homology Medicines, Inc. on March 29, 2018.

SCHEDULE 13G


CUSIP No. 438083 107		Page 7 of 11

Item 1(a).

Name of Issuer

Homology Medicines, Inc.

Item 1(b).

Address of Issuers Principal Executive Offices

45 Wiggins Avenue, Bedford, Massachusetts 01730.

Item 2(a).

Name of Person Filing

This Schedule 13G is being jointly filed by the following reporting persons (each a Reporting Person and collectively, the Reporting Persons):

(i)

Temasek Holdings (Private) Limited (Temasek);

(ii)

Fullerton Management Pte Ltd (FMPL);

(iii)

Temasek Life Sciences Private Limited (TLS);

(iv)

V-Sciences Investments Pte Ltd (V-Sciences); and

(v)

TLS Beta Pte. Ltd. (TLS Beta).

Item 2(b).

Address of Principal Business Office or, if None, Residence

The address of the principal business office of each Reporting Person is 60B Orchard Road, #06-18 Tower 2, The Atrium@Orchard, Singapore 238891

Item 2(c).

Citizenship

The citizenship of all Reporting Persons is the Republic of Singapore.

Item 2(d).

Title of Class of Securities

Common Stock, par value $0.0001 per share.

Item 2(e).

CUSIP Number

438083 107

Item 3.

If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

Not applicable.

Item 4.

Ownership

(a) Amount beneficially owned:

SCHEDULE 13G


CUSIP No. 438083 107		Page 8 of 11

(i) V-Sciences directly owns 625,000 shares of Issuers Common Stock. V-Sciences is a wholly owned subsidiary of TLS, which is a wholly owned subsidiary of FMPL, which is a wholly owned subsidiary of Temasek. Each of TLS, FMPL and Temasek, through the ownership described herein, may be deemed to beneficially own the shares held by V-Sciences.

(ii) TLS Beta directly owns 2,595,293 shares of Issuers Common Stock. TLS Beta is a wholly owned subsidiary of TLS, which is a wholly owned subsidiary of FMPL, which is a wholly owned subsidiary of Temasek. Each of TLS, FMPL and Temasek, through the ownership described herein, may be deemed to beneficially own the shares held by TLS Beta.

(b)

Percent of class:

See Row 11 of the cover page for each Reporting Person.

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote See Row 5 of the cover page for each Reporting Person.

(ii)

Shares power to vote or to direct the vote See Row 6 of the cover page for each Reporting Person.

(iii)

Sole power to dispose or to direct the disposition of See Row 7 of the cover page for each Reporting Person.

(iv)

Shared power to dispose or to direct the disposition of See Row 8 of the cover page for each Reporting Person.

Item 5.

Ownership of Five Percent or Less of a Class.

Not applicable.

Item 6.

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

Not applicable.

Item 7.

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

The response to Item 4(a) is incorporated herein by reference.

Item 8.

Identification and Classification of Members of the Group.

Not applicable.

Item 9.

Notice of Dissolution of Group.

Not applicable.

SCHEDULE 13G


CUSIP No. 438083 107		Page 9 of 11

Item 10.

Certifications.

By signing below, each of the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.

SCHEDULE 13G


CUSIP No. 438083 107		Page 10 of 11

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: April 11, 2018

Temasek Holdings (Private) Limited

By: /s/ Christina Choo, Authorized Signatory

Fullerton Management Pte Ltd

By: /s/ Cheong Kok Tim, Director

Temasek Life Sciences Private Limited

By: /s/ Lim Siew Lee Sherlyn, Director

V-Sciences Investments Pte Ltd

By: /s/ Christina Choo, Director

TLS Beta Pte. Ltd.

By: /s/ Christina Choo, Director

SCHEDULE 13G


CUSIP No. 438083 107		Page 11 of 11

EXHIBIT INDEX


Exhibit Number		Description

99.1		Joint Filing Agreement by Temasek Holdings (Private) Limited, Fullerton Management Pte Ltd, Temasek Life Sciences Private Limited, V-Sciences Investments Pte Ltd and TLS Beta Pte. Ltd., dated as of April 11, 2018.