0001193125-24-036490.txt : 20240214 0001193125-24-036490.hdr.sgml : 20240214 20240214165509 ACCESSION NUMBER: 0001193125-24-036490 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20240214 DATE AS OF CHANGE: 20240214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Evotec SE CENTRAL INDEX KEY: 0001412558 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 000000000 STATE OF INCORPORATION: 2M FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-84013 FILM NUMBER: 24639897 BUSINESS ADDRESS: STREET 1: ESSENER BOGEN 7 CITY: HAMBURG STATE: 2M ZIP: 22419 BUSINESS PHONE: 49-40-560-810 MAIL ADDRESS: STREET 1: ESSENER BOGEN 7 CITY: HAMBURG STATE: 2M ZIP: 22419 FORMER COMPANY: FORMER CONFORMED NAME: Evotec AG DATE OF NAME CHANGE: 20070917 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Novo Holdings A/S CENTRAL INDEX KEY: 0001388325 ORGANIZATION NAME: IRS NUMBER: 000000000 STATE OF INCORPORATION: G7 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: TUBORG HAVNEVEJ 19 CITY: HELLERUP STATE: G7 ZIP: 2900 BUSINESS PHONE: 45 8824 8824 MAIL ADDRESS: STREET 1: TUBORG HAVNEVEJ 19 CITY: HELLERUP STATE: G7 ZIP: 2900 FORMER COMPANY: FORMER CONFORMED NAME: Novo A/S DATE OF NAME CHANGE: 20070130 SC 13G/A 1 d637666dsc13ga.htm SC 13G/A SC 13G/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 

 

Evotec SE

(Name of Issuer)

Ordinary Shares, no par value per share

(Title of Class of Securities)

30050E105

(CUSIP Number)

December 31, 2023

(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 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).

 

 

 

CUSIP No.: 30050E105

 

 1.   

 Name of Reporting Person:

 

 Novo Holdings A/S

 2.  

 Check the Appropriate Box if a Member of Group (See Instructions):

 (a) ☐  (b) ☐

 

 3.  

 SEC Use Only:

 

 4.  

 Citizenship or Place of Organization:

 

 Denmark

Number of

Shares

Beneficially 

Owned By

Each

Reporting

Person

With:

    5.    

 Sole Voting Power:

 

 14,931,858

   6.   

 Shared Voting Power:

 

 0

   7.   

 Sole Dispositive Power:

 

 14,931,858

   8.   

 Shared Dispositive Power:

 

 0

 9.   

 Aggregate Amount Beneficially Owned by Each Reporting Person:

 

 14,931,858

10.  

 Check if the Aggregate Amount in Row (9) Excludes Certain Shares:

 

 ☐

11.  

 Percent of Class Represented By Amount In Row (9):

 

 8.4% (1)

12.  

 Type of Reporting Person:

 

 CO

 

(1)

Based upon 177,185,736 Ordinary Shares of the Issuer outstanding as of September 30, 2023, reported in the Issuer’s Form 6-K filed with the Securities and Exchange Commission (“SEC”) on November 8, 2023.

 

2

Item 1.

(a)  Name of Issuer:

Evotec SE

 

  (b)

Address of Issuer’s Principal Executive Offices:

Essener Bogen 7

22419 Hamburg

Germany

 

Item 2.

(a)  Name of Person Filing:

Novo Holdings A/S, a Danish corporation, is an investment firm focused on life sciences and finance that is wholly owned by Novo Nordisk Foundation (the “Foundation”), a Danish commercial foundation. Novo Holdings A/S is the holding company in the group of Novo companies (currently comprised of Novo Nordisk A/S and Novozymes A/S) and is responsible for managing the Foundation’s assets, including its financial assets. Based on the governance structure of Novo Holdings A/S and the Foundation, the Foundation is not deemed to have any beneficial ownership of the securities of the Issuer held by Novo Holdings A/S.

 

  (b)

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

Tuborg Havnevej 19

2900 Hellerup, Denmark

 

  (c)

Citizenship or Place of Organization:

Denmark

 

  (d)

Title of Class of Securities:

Ordinary Shares

 

  (e)

CUSIP Number:

30050E105

 

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:

Not applicable.

 

Item 4.

Ownership:

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)   Amount beneficially owned:

      14,931,858       (1 ) 

(b)   Percent of class:

      8.4 %      (2 ) 

(c)   Number of shares as to which such person has:

     

(i) Sole power to vote or to direct the vote:

      14,931,858       (1 ) 

(ii)  Shared power to vote or to direct the vote:

      0    

(iii)  Sole power to dispose or to direct the disposition of:

      14,931,858       (1 ) 

(iv) Shared power to dispose or to direct the disposition of:

      0    

 

(1)

Novo Holdings A/S has the sole power to vote and dispose of the shares, and no individual or other entity is deemed to hold any beneficial ownership in the shares.

(2)

Based upon 177,185,736 Ordinary Shares of the Issuer outstanding as of September 30, 2023, reported in the Issuer’s Form 6-K filed with the SEC on November 8, 2023.

 

3

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 or Control Person:

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group:

Not applicable.

 

Item 9.

Notice of Dissolution of Group:

Not applicable.

 

Item 10.

Certifications:

Not applicable.

 

4

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: February 14, 2024      

Novo Holdings A/S

 

/s/ Barbara Fiorini Due

By: Barbara Fiorini Due

Its: General Counsel, Finance & Operations