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Galapagos Receives Transparency Notification and 13D Filing from Tang Capital

Published February 17, 2025

Mechelen, Belgium; February 17, 2025 – Galapagos NV (NASDAQ: GLPG) has announced the receipt of a transparency notification and a Schedule 13D filing from Tang Capital.

On February 14, 2025, Galapagos received this notification according to Belgian transparency laws, which indicate changes in share ownership. The notification was submitted on behalf of Mr. Kevin Tang, Tang Capital Management, LLC ("TCM"), Tang Capital Partners, LP ("TCP"), Tang Capital Partners International, LP ("TCPI"), and Tang Capital Partners III, Inc. ("TCP III"). It was reported that TCP and TCPI collectively hold 887,227 ordinary shares of Galapagos, and TCP, TCPI, along with TCP III hold a total of 2,436,180 American Depository Receipts ("ADRs"). Each ADR corresponds to one ordinary share. Combining these holdings, the entities represent a total of 3,323,407 voting rights, which equates to 5.04% of Galapagos's total outstanding shares, numbering 65,897,071. This acquisition brought them over the 5% threshold for voting rights on February 7, 2025.

The notification further details that:

(i) Mr. Tang serves as the manager of TCM and holds the position of CEO at TCP III and Tang Capital Partners IV, Inc. ("TCP IV"). TCM acts as the general partner for both TCP and TCPI. Mr. Tang shares voting and dispositive powers over these shares with TCP, TCPI, TCP III, and TCM. Each of these entities has shared voting and dispositive rights among themselves; and

(ii) TCM, TCP, TCPI, and TCP III have the authority to exercise voting rights for their holdings without needing specific instructions.

Additionally, TCM filed a Schedule 13D with the Securities and Exchange Commission (SEC) on February 14, 2025, stating that it beneficially owns 4,910,525 voting rights of Galapagos. This includes 966,119 ordinary shares, 2,544,406 ADRs, and 1,400,000 ADRs that grant the right to purchase shares through call option contracts set to expire on February 21, 2025. This combined ownership, which represents 7.5% of Galapagos's outstanding shares, confirms significant interest from Tang Capital. The filing also notes potential obligations to purchase 1,043,500 shares under put option contracts expiring on the same date and obligations to sell 200,000 shares via call contracts due on April 17, 2025.

The complete transparency notification and Schedule 13D filing can be accessed through Galapagos’s official website.

About Galapagos

Galapagos NV is a biotechnology firm focused on advancing patient care through innovative scientific solutions. With operations spanning Europe and the U.S., the company is dedicated to addressing unmet medical needs by combining groundbreaking science with collaborative initiatives to develop an extensive pipeline of leading medicines. Galapagos is committed to driving change and improving patient outcomes, ensuring that their innovations significantly benefit patients, employees, and shareholders. More information can be found on their official website or social media pages.

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Galapagos, Transparency, Investors