SANGAMO THERAPEUTICS, INC 8-K

What Happened
Sangamo Therapeutics, Inc. (Case No. 26‑10989) filed a voluntary Chapter 11 petition in the U.S. Bankruptcy Court for the District of Delaware on June 23, 2026 and will operate as a debtor‑in‑possession. The company filed “first‑day” motions and sale motions seeking court approval to sell assets under Section 363 and to designate stalking‑horse bidders. On June 22, 2026 Sangamo entered stalking‑horse asset purchase agreements with Eli Lilly (Lilly) and Astellas: Lilly agreed to serve as stalking‑horse bidder for Sangamo’s technology platforms (including the STAC‑BBB capsid, ZFP platform, Modular Integrase and a prion program) for $50 million plus assumption of specified liabilities; Astellas agreed to serve as stalking‑horse bidder for Sangamo’s Fabry disease candidate isaralgagene civaparvovec for $25 million at closing plus up to $25 million in milestones. Sangamo also disclosed a proposed debtor‑in‑possession (DIP) financing commitment from Northridge ATM, LLC for up to $30 million (seeking interim approval for up to $10.5 million) to fund operations, subject to court approval.

Key Details

• Filed Chapter 11 on June 23, 2026 (Case No. 26‑10989) and filed sale motions and first‑day motions with the Bankruptcy Court.
• Stalking‑horse APAs dated June 22, 2026: Lilly proposed purchase for $50M + assumption of liabilities; Astellas proposed purchase for $25M at closing + up to $25M in milestones. Both sales are subject to higher bids and court approval.
• Proposed DIP Facility: up to $30 million total, secured by first‑priority liens; seeking interim approval for an initial draw up to $10.5M. DIP obligations mature on the earliest of specified events (including Dec 30, 2026 or consummation of a full company asset sale).
• Restructuring: Board approved reduction of ~51 U.S. roles (~40% of workforce); Sangamo expects to continue with ~77 employees. Estimated incremental severance/benefit costs of ~$3.0M–$4.0M; ~$0.5M cash paid for accrued PTO to date.

Why It Matters

• For equity holders: a Chapter 11 sale process and asset auctions typically prioritize secured creditors and can materially reduce or eliminate value for common shareholders; outcomes depend on bidding and court approvals.
• For operations and liquidity: the proposed DIP financing (up to $30M, interim $10.5M) is intended to fund ongoing operations and the bankruptcy process but is subject to court approval and customary covenants and events of default.
• For business value: Lilly and Astellas offers set minimum (stalking‑horse) bids for key technology and a lead product candidate, establishing floors for asset auctions—but both transactions remain subject to higher or better bids and Bankruptcy Court approval.
• For near‑term financials: expected restructuring charges (~$3M–$4M) and workforce cuts will reduce operating costs but incur exit expenses; the Chapter 11 timeline and court rulings will materially affect Sangamo’s capital structure and stakeholder recoveries.

Additional documents and court filings are available through the company’s claims agent site referenced in the 8‑K. This filing contains forward‑looking statements and is subject to court approval and customary bankruptcy risks.