UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of November 2019
Commission File Number: 001-37384
GALAPAGOS NV
(Translation of registrant's name into English)
Generaal De Wittelaan L11 A3
2800 Mechelen, Belgium
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.
Form 20-F [ X ] Form 40-F [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
The information contained in this report on Form 6-K, including the exhibits, is hereby incorporated by reference into the Company’s Registration Statements on Forms F-3 (File No. 333-230639) and S-8 (File Nos. 333-204567, 333-208697, 333-211834, 333-215783, 333-218160, 333-225263 and 333-231765).
On November 13, 2019, the Registrant issued a press release, a copy of which is
attached hereto as Exhibit 99.1 and is incorporated herein by reference.
(c) Exhibit
99.1. Press release dated November 13, 2019
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| GALAPAGOS NV | ||
| (Registrant) | ||
| Date: November 13, 2019 | /s/ Xavier Maes | |
| Xavier Maes | ||
| Company Secretary | ||
EXHIBIT 99.1
Transparency notification – Gilead holds 25.10% of Galapagos shares
Mechelen, Belgium; 13 November 2019; 22.01 CET; regulated information – Galapagos NV (Euronext & NASDAQ: GLPG) received a transparency notification from Gilead Sciences, Inc.
Pursuant to Belgian transparency legislation1, Galapagos received a transparency notification on 11 November 2019 from Gilead Sciences, Inc. (acting as a parent undertaking or a controlling person), who notified that Gilead Therapeutics A1 Unlimited Company, an indirect subsidiary of Gilead Sciences, Inc., holds 16,207,477 of Galapagos' voting rights, consisting of 16,207,477 shares, as a result of subscribing to a capital increase in the framework of the exercise of the Initial Warrant A and thus receiving 2,617,791 new Galapagos shares on 6 November 2019. This represents 25.10% of Galapagos' currently outstanding 64,571,622 shares. Gilead Therapeutics A1 Unlimited Company thus crossed above the 25% threshold of Galapagos' voting rights by acquisition of voting securities on 6 November 2019.
The notification specifies furthermore that (i) Gilead Therapeutics A1 Unlimited Company is a direct subsidiary of Gilead Biopharmaceutics Ireland UC, (ii) Gilead Biopharmaceutics Ireland UC is a direct subsidiary of Gilead Sciences, Inc., and (iii) Gilead Sciences, Inc. has no controlling shareholder.
The full transparency notification is available on the Galapagos website.
About Galapagos
Galapagos (Euronext & NASDAQ: GLPG) discovers and develops small molecule medicines with novel modes of action, three of which show promising patient results and are currently in late-stage development in multiple diseases. The Company's pipeline comprises Phase 3 through to discovery programs in inflammation, fibrosis, osteoarthritis and other indications. Galapagos' ambition is to become a leading global biopharmaceutical company focused on the discovery, development and commercialization of innovative medicines. More information at www.glpg.com.
| Galapagos Contacts | |
| Investors: | Media: |
| Elizabeth Goodwin | Carmen Vroonen |
| VP Investor Relations | Senior Director Communications |
| +1 781 460 1784 | +32 473 824 874 |
| Sofie Van Gijsel | Evelyn Fox |
| Director Investor Relations | Director Communications |
| +32 485 19 14 15 | +31 6 53 591 999 |
| ir@glpg.com | communications@glpg.com |
1 Belgian Act of 2 May 2007 on the disclosure of major shareholdings in issuers whose shares are admitted to trading on a regulated market and regarding miscellaneous provisions.