Galapagos NV
7.50%
4,910,525
1421876
36315X101
Feb 6, 2025
Feb 14, 2025, 08:00 PM
Reporting Persons (7)
This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.
| Name | Type | % of Class | Aggregate | Sole Voting | Shared Voting |
|---|---|---|---|---|---|
| KEVIN TANG | Individual | 7.50% | 4,910,525 | 0 | 4,910,525 |
| TANG CAPITAL MANAGEMENT, LLC | Other | 7.50% | 4,910,525 | 0 | 4,910,525 |
| TANG CAPITAL PARTNERS, LP | Partnership | 4.20% | 2,723,147 | 0 | 2,723,147 |
| TANG CAPITAL PARTNERS INTERNATIONAL, LP | Partnership | 3.00% | 1,962,418 | 0 | 1,962,418 |
| TANG CAPITAL PARTNERS III, INC | CO | 0.30% | 224,960 | 0 | 224,960 |
| CONCENTRA BIOSCIENCES, LLC | Other | 0.00% | 0 | 0 | 0 |
| TANG CAPITAL PARTNERS IV, INC | CO | 0.00% | 0 | 0 | 0 |
Disclosure Items (7)
Ordinary Shares, no par value
Galapagos NV
GEN DE WITTELAAN L11 A3, 2800 MECHELEN, C9, 00000
This Statement is filed by TCM, a Delaware limited liability company that is the general partner of TCP and TCPI; Kevin Tang, a United States citizen; TCP, a Delaware limited partnership engaged in capital management; TCPI, a Delaware limited partnership engaged in capital management; TCP III, a Nevada corporation that is indirectly wholly owned by TCP; Tang Capital Partners IV, Inc., a Nevada corporation that is indirectly wholly owned by TCP ("TCP IV"); and Concentra Biosciences, LLC, a Delaware limited liability company ("Concentra" and, collectively with TCM, Kevin Tang, TCP, TCPI, TCP III and TCP IV, the "Reporting Persons").
The address of TCM, Kevin Tang, TCP, TCPI and Concentra is 4747 Executive Drive, Suite 210, San Diego, CA 92121. The address of TCP III and TCP IV is 5955 Edmond Street, Las Vegas, NV 89118.
Kevin Tang is the manager of TCM. Kevin Tang is the sole director and Chief Executive Officer of TCP III and TCP IV. Kevin Tang is the Chief Executive Officer of Concentra.
During the past five years, none of the Reporting Persons have been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
See Item 2(a) above.
The Shares and options were acquired with approximately $93.9 million of working capital set aside by TCP, TCPI and TCP III for the general purpose of investing. TCP, TCPI and TCP III maintain commingled margin accounts with various financial institutions, which may extend margin credit to TCP, TCPI and TCP III as and when required, to open or carry positions in the margin accounts, subject to applicable federal margin regulations, stock exchange rules and credit policies. In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the accounts. The margin accounts may from time to time have debit balances. Since multiple different securities are held in the margin accounts, it is not possible to determine the amounts, if any, of margin used to purchase the Shares reported herein.
The information set forth in the cover pages of this Schedule 13D is hereby incorporated by reference into this Item 5. As of the date hereof the Reporting Persons beneficially own an aggregate of 4,910,525 of the Issuer's Shares, representing 7.5% of the outstanding Shares.
See item 5(a) above.
Schedule A attached hereto as Exhibit 2 describes all transactions in the Issuer's Shares that were effected during the past 60 days by the Reporting Persons.
No person other than a Reporting Person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, Shares beneficially owned by the Reporting Persons.
Not applicable.
The Reporting Persons have potential obligations to purchase 1,043,500 of the Issuer's Shares pursuant to put option contracts that expire on February 21, 2025 with a strike price of $25. The Reporting Persons have the right to purchase 1,400,000 of the Issuer's Shares pursuant to call option contracts that expire on February 21, 2025 with a strike price of $25. The Reporting Persons have potential obligations to sell 200,000 of the Issuer's Shares pursuant to call option contracts that expire on April 17, 2025 with a strike price of $30.
Exhibit 1: Joint Filing Agreement by and among the Reporting Persons. Exhibit 2: Schedule A: Transactions during the past 60 days.